


Observational Skills

by iustuscadens



Series: Staying Close to the Ground [5]
Category: Daredevil (TV), Marvel Cinematic Universe, Spider-Man - All Media Types, Spider-Man: Homecoming (2017)
Genre: Additional Warnings in Author’s Note, Arguments, Communication Issues, Conflicting mentoring, F/M, Gen, Hurt/Comfort, Minor Character Death, PLEASE SEE END CHAPTER FOR ADDITIONAL SPOILERY WARNINGS, Peter is an Idiot, Post-Traumatic Stress Disorder - PTSD, Sensory Overload, Sickfic, Threats, Tony Stark Has A Heart, Underestimation, Whump, and also a dear
Language: English
Status: In-Progress
Published: 2018-12-16
Updated: 2019-07-16
Packaged: 2019-09-19 21:05:53
Rating: General Audiences
Warnings: Graphic Depictions Of Violence
Chapters: 12
Words: 93,720
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17009199
Author URL: https://archiveofourown.org/users/iustuscadens/pseuds/iustuscadens
Summary: It starts as a series of headaches.ORThe one where Peter is “fine”, nobody else is, and Tony and Matt aren’t each other’s favorite people.**Spoilery warnings in the end chapter.





	1. One

**Notes for the Chapter:**

> EDITED: 
> 
> These are updated notes as of 6/13/2019.
> 
> Hello! While the other fics within this series can all kind of work as standalones, this is the story where the consequences of all those separate events merge. The previous stories in this series will be HEAVILY referenced. If you haven't read "Weekends are For Breaking Promises..." then a lot of this fic will not make sense. 
> 
> Second, I have received some questions about this lately, so I wanted to let everybody know: While this story is incomplete, it is not abandoned. My updates are sporadic as I am a caretaker for a family member who is nearing the end of their life. This situation occurred suddenly, and at the time I was more than halfway through this fic. I apologize for the inconvenience, I know I have quite a few subscribers to this work and to the series. Thank you so much! I love all of you, and you're the reason why I haven't given up on it. 
> 
> I am still working on it! And the series WILL continue after this fic (I have three future fics planned as of right now). I mean, obviously we will see about Far From Home and how that all pans out. But based on trailers for that movie, and my plans for the series, I do not think I will be making this lil' universe of mine canon compliant after Homecoming.
> 
> Thank you for your patience, and your understanding.  
> ~iustuscadens

 

> Connection. Mind. Body.
> 
> The mind controls the body
> 
> The body controls our enemies
> 
> Our enemies control jack shit by the time we're done with them
> 
> _-Stick & Matthew Murdock_

 

It starts off as a series of headaches.

Well, alright. In reality, there were a lot of signs before that. A lot of signs, that, looking back, Peter should have put two and two together, but he didn't. He didn't because he didn't know what he was dealing with, at the time.

Peter's life has gotten a lot more… _interesting_ , since the spider bite. And he doesn't just mean going out in the middle of the night and fighting crime or fighting with the Avengers.

He means _he_ is different.

Sure, there's the obvious spider powers. He's super strong, for example. He randomly, miraculously, is built like a half-runner-half-gymnast without the added burden of needing to exercise. He can climb on walls, he doesn't have asthma anymore, he doesn't need _glasses_ anymore.

But there are other things, too. Like the fact that he _cannot_ , no matter how much he tries, seem to ever be full. Or that Peter can hear… _everything_ , pretty much. He can hear the neighbors downstairs (and by downstairs he means two floors below), he can hear the cats fighting seven stories below and around the corner. He deals with temperature differently now, as well, wanting to sleep for days when it gets cold. And he has this strange urge to stick himself in the weirdest places. On the ceiling. Upside down. Perched in a corner somewhere. Not because it's cool, but because he just feels more _comfortable_ there.

So headaches? Extraordinarily normal (albeit constant) headaches? Not something he really stops to think twice about. Not at first, with all the extra weird stuff that he's been dealing with lately…

"…Dude…" Ned says to him, from the creaky, four-legged swivel stool in Chem class. "You handed me the wrong beaker. I'm pretty sure this will explode if I mix these together."

"Huh?" Peter asks, turning towards his friend, leaning his head against his hand. The ache is behind his eyes and in the back of his skull-…okay, no, it's decidedly everywhere in his head. He blinks, trying to somehow will it away, but all this action does is annoy his brain and send a flash of pain dashing across his line of vision when the fluorescent lights reappear from behind his lids. "…Sorry."

He had, in fact, handed Ned the wrong beaker. The large, pyramid-like shaped glass has a half-finished solution for his web fluid in it, and yep, if Ned pours it in to the beaker their teacher prepared for them, it will most definitely explode.

"Are you okay? You've been spaced out all day," Ned asks, apparently noticing the way Peter is slouched against the desk and trying very hard not to just give up and bury his head in his elbows. Across the room, at her assigned seat, Peter catches Michelle lifting her goggles and glancing their way with an expression that says, _something's up, isn't it?_ Eyebrows knitted together, and eyelids narrowed.

"I just have a headache," Peter says, returning his head to its face-down position. He sighs at the cool surface of the table and the reprieve from the overhead lights. "And everything's bright."

"Oh…sucks." Ned says unhelpfully (not that anything he said _could_ be helpful in this situation), before leaning closer and whisper-asking, "Did you get thrown head-first through a building or something last night?"

"No, Ned," Peter mutters, reaching across the table and grabbing the correct beaker. He slides it to his friend, glancing back at MJ, who is folding her arms. Thankfully, her lab partner seems to be getting annoyed and finally taps her on the shoulder, getting her attention.

"It's _just_ a headache. A very annoying, persistent headache," Peter reaffirms.

He doesn't say that it feels like there's a jackhammer buzzing around in his head, but not _right_ in his head. Like if he was in a building next door and up a few stories, and could feel the vibrations through the floor. Like a low buzzing, ever-present. Annoying. The fizzle of the overhead lights just adds to it. The constant, _sizzling hummmmm…._

If Peter had to admit, it felt a little like back when-…well, back in the…

Peter derails his train of thought before it can go down that particular road.

That probably isn’t it anyways. It’s probably just a stress headache. From lack of sleep and the added pressures of the school year starting to wind down. It also doesn’t feel the same. Similar, yes, but not the _same._

“Hey, pass me the measuring cup,” Peter forces himself back up in to a proper sitting position, when Ned looks ready to argue his previous statement. His friend gives him a rather pointed stare for a moment, his dark eyes filled with hesitance, before he finally reaches over and gives Peter the glass cup with red markings painted up the side. Peter hastily gets to work making himself look busy, staring at his lab manual.

_It would go away. Eventually._

~~

It gets better after school.

At least, he feels a little less on edge. His head is still killing him though, and the fact that movement seems to exacerbate the condition causes him to lose focus when trying to dodge the blurry limbs moving his way.

A spike in the discomfort. A buzz. Now _that_ one felt familiar…

Peter dodges a little too slow, and takes a foot to the jaw. Normally, he'd back up a step, regain his balance, keep going, but this time around, it causes him to stumble and lose his footing. His ass hits the mat hard. Not painfully, but definitely not comfortably.

"…Alright." Comes the voice. Peter reaches up and holds his wrapped hands to the bridge of his nose. "Doesn't seem like we're getting anywhere today."

"…Sorry." Peter mumbles.

"'Sorry's not gonna cut it when the bad guys' got a loaded semi-auto, you know."

Peter finally pulls his hand away from the bridge of his nose and squints up at the figure. It's dark in Fogwell's gym, but Matt looks like he's got a halo, the glare of the sodium lights outside the clouded windows might as well be the torch on top of a light house. The older man is facing Peter, sort of, his body is at a diagonal and his head and gaze are directed above him. But somehow, his stance still tells Peter the man knows exactly where he is.

"Right," Peter says dumbly, because he can't come up with his normal smart-ass comment today. Well, okay, he _could_ , but he doesn't feel like it.

Matt, of course, picks up on it. He _always_ picks up on it. "What's wrong?" He asks, with a tilt of his head. He reaches out with one wrapped hand, and Peter takes it, using the man as an anchor to climb to his feet.

He grimaces at the wave of pressure in the back of his head. "S'fine, just a headache."

Matt gives Peter an amused expression, with a cock of an eyebrow, he says, "Bullshit."

Peter opens his mouth, then closes it with a small grin, mostly because he can't help but nerd out a little at the fact that Matt's powers pretty much bring him only a hair's breath short of being a mind reader. "Maybe a migraine."

"Well, I know about those." Matt says, humming sympathetically.

"Oh?"

"This city's loud," the older vigilante replies, as he turns way from Peter, his bare feet making short, scuffing noises against the wrestler’s mat. When they had been sparing, the pads of his feet had been light, barely making a sound. Now that they’ve relaxed, the man is more careless with his gait. The difference is amazing to Peter. "And it _smells_."

Peter snorts slightly, as Matt bends and drops through the mat's ropes to the ground. He walks casually to the lockers as Peter follows, a little more slowly. "I won't say you're _wrong_. But Sal's hotdog stand at least covers it up half the time."

"The sauerkraut follows me for _blocks_ ," Matt replies, grimacing as he rummages through his gym bag, which he'd dropped on to the bench. Peter closes his eyes slightly, rubbing at his temples. "Just pain?" There's a rattle of some sorts, _so freaking loud_ , and Peter opens his eyes to see Matt with his head facing towards him, considering him. For a second, it appears as though he's looking right at him, but Peter knows better. The man holds a pill bottle in between his fingers, turning it slightly.

"…I guess, yeah. Everything's loud. And bright." Peter says, sighing.

"It's night." Matt points out, tilting his head.

"How do you know?" Peter quips back before he really thinks about it. He grimaces. _That was super rude, you idiot._

Matt actually chuckles though. "Because I can tell time."

 _Stupid_. "Sorry."

"I've heard worse," Matt says dismissively. "But I can tell either way. The sun’s warmth, the air, the flow and movement of people in the city…day and night have their own, unique rhythms."

"…That is extremely cool." Peter says softly. He'd love to theorize about this topic, explore the science behind it, out loud and very embarrassingly, probably, but his brain can't get past the wall of unpleasant throbbing. At least, he thinks, he still has enough sense and direction to reach out and grab the bottle of pills when Matt tosses it his way.

"Extra strength." Matt explains.

"It still won't work on me," Peter mutters woefully.

"Take the whole bottle then," Matt replies. The teenager shrugs, but does, actually, empty about half the bottle in to his hand. The pills are big, so there aren't that many. About six. He swallows them dry and regrets it, but says nothing that would reveal his discomfort.

It had been about two months since Peter had come here the first time, and two and a half since the incident with The Hand and the Irish. Since then, Peter and Matt had met up once every week on Thursday nights, at Fogwell's gym, where Matt had handed Peter's ass to him.

There were rules, of course.

Peter wasn't allowed to use his web shooters. Or his powers, not really. Well, his super strength, at least. With brute force, Peter could definitely hurt, hell _, kill_ Matt, but the vigilante didn't seem to be too worried about it (which Peter understood after the second lesson. The teenager wasn't sure he could actually hit Matt even if he did use his super strength). No, he had said that the point was for Peter not to _rely_ on his powers in a fight.

_“Your body is your greatest weapon. Your body, and your mind.”_

Matt considers him some more, as Peter stands there miserably, turning his head away from the windows. "This a recurring thing?"

"No, well, it’s been off and on..." Peter says. "I've just been stressed out. Finals are coming up, I've missed a night or two of sleep, and I'm still adjusting to getting my ass kicked every week."

"I'll stop kicking your ass when you stop handing it to me," Matt is grinning as he undoes his hands, rolling up the cloth neatly. Peter rolls his eyes.

"I thought I was doing okay."

"Oh, no, you're _lightyears_ from okay," Matt is playing fun, Peter knows it, but there's some truth. Peter Parker? Sucks at fighting, apparently. He's good at…well, winging it. _Acrobatic Improv_ , as Matt calls it sarcastically.

"It's not _my_ fault they make so many _rules. You’d think fighting would be lawless_ ," Peter retorts, as he hears his phone vibrate on the bench. He walks up towards Matt, a couple feet from the man's pack, where his own backpack sits. Peter grabs the small, black brick off the wood and makes a disgruntled noise as the screen lights up and nearly blinds him.

_Received. T.S. {Yo. Tomorrow night, upstate? Chinese is on the menu.}_

Peter feels his breath catch in his throat a little.

Matt scoffs slightly. "You're worse than Foggy sometimes."

Peter blinks, looking up at his phone. "Huh?"

"He can get incredibly…enthusiastic about certain things."

Peter feels his cheeks heat up. "I-I…do not-!"

"Your heart rate just sky-rocketed."

"Well-…you're…creepy, you know that? That's a complete invasion of my privacy." Peter throws back.

Peter gets a chuckle out of the older vigilante, then a more probing response. "It's either a girl, or Stark."

"...Uh, Mr. Stark," Peter feels his cheeks heat up slightly, and feels the dread start to pick at the back of his neck as he says it.

Matt stills slightly, pausing for a moment. There's hesitation in his actions, probably because they've had this conversation before. "Just remember what I said before."

"Not to-…" Peter feels himself deflate a little, just a little.

Matt does seem to notice, though, and his tone is a little apologetic, but still firm, in his warning. "Not to get your hopes up."

 

~~

 

Michelle says Peter's relationship with Tony Stark is not necessarily a good one. Okay, she may have used the word "toxic", and said that the back-and-forth thing the teenager does when considering whether or not he really needs the older man is "straight out of the DSM-5".

In contrast, Matt is judgmental, but in that silent way where you can't hear or see the judging. Just sort of _feel_ it. But the judgment is less aimed at Peter and more at the man he's currently sitting next to, calloused hands on the fine leather of the steering wheel of this…well, frankly _ridiculous_ car that is worth more than everything Peter and his aunt own combined. Not that he owns anything, outright. Nope. He doesn't have a job, so he doesn't like to lay claim to anything in his apartment, or his room. Not really.

Happy is not in the car with them, which is _new_. New in that, it's been happening ever since Mr. Stark popped up out of nowhere and took Peter out to the Midwest to stop the blob monsters in the chemical plant. That was three weeks ago.

Mr. Stark had given Peter his number after that night, his personal one. Well, not really. Rather, Peter had totally saved it to his phone after the man had called him and Peter had finally realized that he had it in his call history.

He'd kept it in his contact list without the intention of ever using it, except in maybe dire emergencies that required faster-than-sound travel. Peter didn't know, not really, if Mr. Stark would pick up though, so it was a last-resort kind of thing. For all his on-patrol questions and less-urgent-emergencies, the young hero called Matt, and the man made good on getting back to him, no matter how inconvenienced he was. He didn't _need_ the billionaire's number, Peter reasoned with himself. Mr. Stark probably hadn't even thought about the fact that he had inadvertently given it out. The same way Peter was convinced that all that… _stuff_ , he'd said to Peter-About being afraid of the sky, and the time he'd spent with Peter just…picking out stars- That _had_ to have been…a fluke, right? Just a random, one-and-done moment they had shared? So the teenager just kept it as a…as a "Just in case". If Mr. Stark got mad Peter could explain it away as an accident.

But then…the strangest thing had happened.

About one week after the blob incident, Mr. Stark _texted him_.

Peter had stared at his phone for the longest time, mouth flapping around like a fish, until Michelle had plucked the phone from his hand. He had to admit, he'd felt just a tad bit smug when her eyes widened _just the slightest bit_.

It was simple. _Hey kid. How's everything going?_ It felt almost…scripted. Very normal. Not something he would expect Mr. Stark to say to him. Michelle cracked a joke about how he'd probably wrote it and erased it twenty times before coming up with "that lame-ass level of casualness", and Peter tried to imagine the man doing that, but couldn't, because _why?_ People did that when they didn't know what to say. This was Mr. Stark for God’s sake. Why wouldn’t he know what to say to someone like Peter?

Peter had texted back. The conversation had been…awkward, something he was unaware that a text conversation had the ability to be.

Peter thought this, too, was a one-time thing. But the next week, Mr. Stark texted again.

_Received T.S. {What’s your opinion on the application of unorthodox metals in modern medical tech?}_

That conversation had been less forced, in fact, it had sort of gotten out of hand, Peter realized, when he was typing a two-hundred-word reply with his thumbs about the theoretical applications for Vibranium in one of the magazines his physics professor had lent him, _to Tony freaking Stark,_ at three in the morning.

" _Just be careful…_ " Matt had said that same week, on Thursday, in between dodging Peter's swipes and kicks like the teenager was made of molasses.

Matt didn't know a lot of people or let them in, and the trust people got, had to be _earned_. Mr. Stark hadn't earned Peter's trust, in Matt's opinion. The older vigilante didn't outright say that, of course, but Peter _felt_ it in the shift in Matt's voice when the billionaire was brought up.

Matt didn't like Mr. Stark.

In all fairness, Mr. Stark probably wouldn't like Matt either.

"I've had my fill of lawyers to last me a lifetime," Tony is saying, which Peter finds ironic in this very moment, considering his current train of thought. Mr. Stark looks…um, _stressed_ , to be honest. He's got bags under his eyes that he always had, but they seem bigger these days, and he looks…tired. Peter tells himself he probably doesn't look much better.

"I suppose that's what you get for causing an international- eh, screw it," Mr. Stark doesn't bother finishing his sentence. He smirks, a half-smirk that only reaches one side of his face, as he glances in Peter's direction. "Wasn't tonight supposed to be about _forgetting_ that?"

Was Peter being an idiot? Should he be listening to Matt? He shakes the thought from his mind, and clears his throat. "Uh…speaking of tonight-…what's upstate? I mean-…The Avengers are upstate, of course, but why-…?"

"Oh. It's purely recreational," Mr. Stark says, leaning back in the seat with a casualness that actually feels less like 'casual' to Peter and more like 'fuck it'. "I've been thinking about that Vibranium problem you brought up. And I haven't had my usual tinkering time."

"So-…wait…" Peter says softly, blinking at the man. The realization slowly starts dawning on him, that this isn't a "work" thing. He nearly whispers the next part, "…We're going to…your lab?"

"Well, _it was_ your idea." Mr. Stark says, like this is the most obvious thing in the world. He gives Peter a look as though he's absolutely assaulted. "I'm morally grey, that's putting it modestly, but intellectual property's where I draw the line."

Peter doesn't respond because he's too busy gaping at the man. And when he does, he wishes he hadn't, the noises he makes are so undignified. "I-..wha-, so we-…wai-……… _are you serious?_ "

Mr. Stark rolls his eyes, but Peter can see the hint of a smirk on the man's lips. "Cool it, it's not that big a deal."

But it _feels_ like a big deal.

~~~

When Peter was a little kid, he'd _dreamed_ of standing in in this very spot. Well, not this very spot, as the Avengers compound hadn't been built yet, but-…well, a lab. Like this.

**_Tony Stark's lab._ **

Even as they walk through the narrow, glass hallway, Peter is firing off a quick text to Ned.

_Sent: {You'll never guess where I am rn.}_

He wishes he didn't still have a headache. It'd gone away with the help of the numerous pills he'd taken with Matt, and he'd managed to actually get more than four hours sleep…but come that morning, soon as he'd hit the school steps, that low buzz had come back, that ache had started, and everything had gotten so… _loud_. _Bright_. Now it was better, but still…the sharp angles and glare off all the glass in this place is… _overwhelming_.

He'd be able to appreciate things a lot more if he wasn't so focused on that.

_Received Ned {?????}_

Peter grins and hastily types a reply.

_Sent: {TS's lab}_

_Received Ned {W}_

_Received Ned {HAT}_

_Received Ned {WHAT*!!!}_

_Received Ned {Like… LAB lab? Or just…?}_

Peter looks up from his phone as Mr. Stark, who had been leading, turns around, raising an eyebrow in his direction.

"Ned," Peter explains simply, and the billionaire gives him a nod and an "Ah" before continuing.

_Sent: {***Personal Lab***}_

_Received Ned {Holyfuckingshit}_

_Received Ned {The dream. You hath achieved it.}_

_Received Ned {Pics}_

_Received Ned {Wait can u do that}_

_Received Ned {Will FRIDAY just automatically erase them from your phone}_

_Received Ned {That'd be so scary}_

_Received Ned {…and awesome}_

_Sent: {hang on}_

Peter stuffs his phone in his pocket, feeling the endless vibration against his leg as Ned sends a countless amount of new replies in his direction. He grins and bites his lower lip to keep from snickering.

Really though, Peter would be doing the same thing, if the situation was reversed. His obsession with Mr. Stark and Dr. Banner had pre-dated his friendship with Ned, but it had been one of the core things they originally bonded over.

Neither of them had ever dreamed they'd get to be here.

Mr. Stark reaches the end of the long, glass hallway and stands by the door, waiting. There's no keypad or anything that Peter can see, but he hears the sound of the door unlocking. Must be FRIDAY, somehow identifying Mr. Stark…pretty nifty.

He opens the door halfway, then stops suddenly, so that Peter almost runs right in to him. When the teenager looks up, he's face-to-face with the man.

"First thing, kid. House Rules." Mr. Stark says, narrowing his eyes at Peter. There's a seriousness in this tone that Peter knows means he needs to listen. It's the same kind of seriousness Peter had when he brought Ned to his room for the first time and told him not to touch the Iron Man mask he'd kept from the Stark Expo…

"Don't touch anything." Mr. Stark starts, then backpedals, tilting his head to the side as if retracting and revising internally. "-that I haven't said you can touch. Don't mess with any of the prototype armor, aaaaand don't drink the coffee."

Peter nods slightly.

Mr. Stark narrows his eyes. "Not sure when I last changed the pot-"

_{Two weeks, Boss-}_

Peter bites his lip to keep from grinning, as Mr. Stark glares upwards towards the disembodied voice of FRIDAY. "And besides, you don't seem like a kid who needs… _any_ form of caffeine."

Man, caffeine sounds _great…_

"Yes, sir." Peter says with a bunch of fake gusto.

"Right." Mr. Stark says, leaning back, and there's a bit of hesitation in his expression. For a second, Peter thinks the man might call the whole thing off. Which…would suck, drastically, but Peter sort of gets it. He's read more than a few words in the papers and scientific journals over the years that described Tony Stark as incredibly… _closed off_ when it came to his work. It was noted on more than a few occasions that the only people who were allowed in to his lab, even the less private one at Stark Industries, had been Pepper Potts and his friend Colonel James Rhodes.

Peter is glad he thinks all of this and doesn't say it, because it makes him seem very creepy, and it might cause the man to change his mind. Needless to say, when Mr. Stark steps to the side and holds the door open for Peter, the young hero is ecstatic.

The lab is huge. The hallway had been misleading, looking as if it would lead to a smaller room, but Peter sees, as soon as he walks inside, the lab extends down a level and in to what must be a sort of basement floor. There are sections to this lab, separated by glass partitions and each seeming to have their own purpose. Peter can see a larger area that must be for testing, two smaller areas (relatively, every section on its own is still pretty sizeable) that have work spaces, one seems more digitally-oriented while the other houses machinery, tools, fabrication areas.

Then, of course, there's the section that houses the Iron Man armor. It's far away, in the back of the lab, but Peter can still see a row of suits, each behind their own protective glass, ready to be deployed. It takes everything in him not to run straight to the back and inspect the different models…

The light in the room is dim, Peter notices, and is thankful for, but the lighting itself is that harsh, blue-white light that makes his retinas want to separate from his skull. Peter opts to stare at the ground in between glances at all the tech in the lab.

Mr. Stark looks…weirdly out of place, standing in front of Peter with his hands in his pockets, looking around as if he's some teenager who brought a friend to his house for the first time _. Well, here we are._

Peter is noticing that, around him, Tony seems to be having…more and more of these moments. Moments of strange silence, and awkwardness between the two of them. Why? Does Peter…put him off? If so, why bring him here? Or talk to him at all?

In Mr. Stark's defense, Peter puts _most people_ off.

"Uhm-"

"So-" Mr. Stark suddenly says, clapping his hands together once, before extending an arm to lead Peter towards the digital station. And just like that, the weird moment is gone. "Testing area, that big one over there-, Off limits. The housing area for the suits, off limits," _Damn_. "Which leaves the last two sections-"

"Concept and manufacturing," Peter finishes, glancing at the blue screens in front of him. He grimaces and averts his eyes.

"You got it." Mr. Stark says, flicking his hand. A screen appears as if somehow the computer can read the man's mind. A diagram appears. It's a crystal lattice that Peter recognizes as the metal Vibranium.

On the other screen Mr. Stark brings up the article Peter had referenced during their conversation about a week prior, along with some other articles and documents Peter is pretty sure he shouldn't be allowed to look at, given by the S.H.I.E.L.D. logo he sees stamped in the corner. He tries really hard not to smile. He fails miserably at it.

"Thought you'd get a kick out of these," Mr. Stark says in reference to the S.H.I.E.L.D. Documents, then points over towards Peter's article, blowing it up on the screen and circling a section with his index finger. "This part interested me, I mean-…I knew it already - of course -, but I'd never quite heard it put in to those words, got me thinking about new applications, especially when you gave me your two-hundred cents on the matter."

Peter grins sheepishly, remembering his embarassingly-long text message. "Yeaaaah…sorry about that."

Mr. Stark scoffs. "Don't ever apologize for having good ideas."

This is different. This, right here.

Tony Stark as a super-hero mentor is one thing. It's…terrifying, but Peter had learned pretty quickly that he was capable on his own, once he'd gotten the hang of things. Being told what to do had quickly become stifling. The hero worship had…though not disappeared, worn off quite significantly.

But Tony Stark as a _scientist_ …that's…it's just different. Peter's pretty sure that if Mr. Stark had told him to sit in a corner and hand him coffee Peter'd do it just for the chance to be here. This dream…well, this is the original dream. The dream _before_ Spider-Man was even possible, much less an idea. This dream had gotten Peter through years of teasing and ducking away from over-zealous bullies because one day, _one day_ …maybe, he'd be here. Or at least, working _somewhere_ at Stark Industries.

"Right," he says quickly, taking care not to repeat "sorry".

"So I think-" Mr. Stark says, pulling up another document, and depositing it on the screen next to Peter's article, "This application would be a great way to start, do some proof-of-concept tests, then branch out from there, ya think? We can test out my new equipment, God knows, it's been sitting here collecting dust for…eh-…"

_{…two months, Boss.}_

" _Thank you, FRIDAY,"_ Mr. Stark says irritably. He turns away from the desk to gather some pieces of equipment, as Peter leans in closer to take a look at the document. The blue letters are bright, and the small, yet persistent repeating flicker of the holographic light makes the letters…jump. Twist…burn. Peter finds he can't really read it. He leans back and reaches up to rub his eyes with his index finger and thumb, then pinch the bridge of his nose. The pressure makes him feel slightly off balance.

"…Pete, you good?"

Peter blinks, lifting his head and glancing over at Mr. Stark, who has reappeared at the desk. He's looking at Peter, with a bit of concern, but more suspicion. Which…makes sense, considering Peter's track record for hiding things.

"Yeah, just…long day. Tired."

Mr. Stark narrows his eyes. "You didn't get thrown head first in to a building?" The tone suggests even more suspicion.

"Ned asked me the same thing," Peter says, rolling his eyes. "No, it's just a bit of a headache. I'm good."

"Uh-huh. Well, don't break a brain muscle, there, kid." Tony points behind him, towards another desk, facing the front of the room. "There's painkillers in that drawer if you need it."

"Thanks." Peter says, glancing towards the drawer and moving towards it. As he opens it, he sees it's just regular old Aspirin, and not a lot of it. The bottle sounds nearly empty. He places it back in the drawer without opening it.

"I'll be in the other room, setting up."

Peter nods, watching Tony shuck off his blazer and give it to a simple, robotic arm he knows from his research as DUM-E. Peter takes a couple seconds to collect himself, willing the headache to go away, before fishing out his phone and checking his text messages.

_Received Ned {omfg are u making stuff}_

_Received Ned {let me know what you do}_

_Received Ned {Plans, drawings}_

_Received Ned {Or maybe just bring me back a nut or an Iron Man gauntlet}_

Peter rolls his eyes and smirks slightly, before looking back up towards Mr. Stark. "…Uhm…is it okay if I send Ned a picture?"

Mr. Stark doesn't glance up from the machine he's currently bent over, a panel open and his hand halfway inside. "One picture. Of one item. With no sensitive information in it."

Peter smirks and swipes into his camera, lifting it and trying to find something to take a picture of. He lets the camera settle in to focus on Tony, zooming in so the rest of the lab isn't visible. The composition is pretty great, if he does say so himself. Tony's face is lit up by the internal light of the machine he's working on, and the camera's auto function adjusts the exposure on Tony's face…making the surrounding environment much darker, and the weird, blue glow on his face that much cooler.

_Sent {-Image-  *Attenborough voice* "Here we have a rare sighting of Tony Stark in his natural habitat. Not much is known about this species, and even less is known about its nesting grounds."}_

_Received Ned {…Can I frame that?}_

_Received Ned {Sell it to National Geographic}_

_Sent {College tuition. But alas, pretty sure that'd terminate lab privileges.}_

_Received Ned {I'm so jealous dude}_

_Received Ned {I'm serious, bring me back something}_

_Sent {I'll see what I can do}_

Peter grins widely and, feeling slightly more stable, tucks his phone away and walks towards the room to join Mr. Stark.

**Notes for the Chapter:**

> That's it for now! I am going to try to work on this diligently and hopefully get more chapters up. I am re-working some things so tags may change.  
> The last chapter of this story contains additional warnings/tags that may "spoil" the plot of the story. But there are some potentially triggering things, so if you have triggers, I suggest you read them.


	2. Two

**Notes for the Chapter:**

> Hello. So these first few chapters will be quicker uploads because they aren't the ones I feel like I need to rework. I know this is a short gap to wait between posts, but I want to get up what I can, while I can, so I have more time to fix what I feel needs work. As the story moves forward, time between chapters may take a little longer. Forgive me.

While the weekend brings a bit of relief from the headaches, it provides very little in the ways of sleep. 

Peter wishes it was nerves, or excitement, from hanging out with Mr. Stark in his lab. He _was_ excited, don't get him wrong. Working with Mr. Stark was amazing. They'd stayed up until early in the morning, chatting about the project they were both working on and Mr. Stark had showed him how to use some ungodly state-of-the-art machines that Peter could never get _near_ anywhere else on the planet. He felt like a kid in a candy shop. On top of that, the man had asked Peter if he wanted to come back _the next Friday_ to help him _again._

So yeah, he wishes his lack of sleep was from that. But it isn't.

Peter turns over in his bed and stares up at the ceiling, frustrated, and breathing hard from another-

He doesn’t like calling them nightmares, for some reason. Perhaps it’s something he thinks **_kids_** get, and while he is a kid, he hates being treated like one.

_Stressed-induced brain glitches?_

Nah. Doesn’t roll off the tongue.

Mostly he’s frustrated because he feels like he should be able to get over this, right? That’s what heroes do, they pick up and they move on. But Peter hadn’t been able to do that, not after the ninjas…

The building collapsing on him had been different, to be honest. Yes, for a while, it had been tough. It had been suffocating to be in a building, any building, and not do panicked calculations in his head about the structural integrity of the ceiling overhead. But-…he’d gotten over it. Like he had told Mr. Stark: It wasn’t the same building.

This though, the Hand…this formula he had created, an equation for solving his anxieties and stuffing them away, didn’t apply. Ninjas could be anywhere, in theory. They could pop up in an alley, at school, at his home, because they were a group of nameless, faceless people who didn’t conform to the restrictions of a place, or time, and who definitely were not behind the bars of Rykers right now. And who _had known_ about he and Matt’s powers, or at least, known about Matt’s.

It made him anxious.

Also…there was just… _so much blood_. So much _death, and_ a fear for his own life that hiked up way past the fear he had felt underneath the building. The building had been claustrophobic, had been terrifying, but he was _stuck_. He wasn’t dead. He hadn’t been actively running for his life. And he hadn’t just witnessed maybe a dozen guys get sliced across the middle. Like one of those Mythbusters episodes with the robotic arm and the katana, just…

_One slice…aaaaaand, now there’s two halves of the same person-_

It’s the tightness in his chest that sparks Peter pushing himself up from his twin bed and moving in to the kitchen, dancing a little on cold, bare feet. It’s a familiar feeling, from when he was underneath the rubble, and then countless times after that…he’s better at dealing with it now. Deep breaths, distracting himself…

He knows going back to sleep, as keyed up as he is, is not an option, so he settles for opening the fridge and scanning the nearly bare shelves. He spots a carton of Chinese, leftover from the night before, and snags it, swinging the fridge closed and collapsing on to the small bench seat where their dining room table is.

He gets through half the carton of chow mein, sitting in the quiet space and listening further to the sounds of the city, before he hears a door open and close. A couple of seconds later, May appears, scratching her messy hair and yawning as she shuffles towards the kitchen sink with an empty glass in her hand. Peter stops chewing, hoping her sleep-addled brain will cause her not to notice her nephew, but no dice. She pauses on her way back, glass pressed to her lips, and furrows her brow.

“Peter? What time is it?” She asks, her speech slightly slurred as she glances towards the stove clock. Peter knows that it’s around four in the morning, at this point, and that even for patrol, it’s a little late for him to be up and about.

The problem is that he’s been making a habit of it, and May’s been noticing. She all but confirms this when her expression goes from confusion to sympathy, her lips pressed in to the thin line as she frowns. “Again?”

“It’s not a big deal, May, I was just hungry,” Peter tries, holding up his box of chow mein for good measure.

“Peter Benjamin Parker, ever since you’ve made a thing of this whole—“ She waves her hand around vaguely, a gesture Peter has come to know by second nature is her way of addressing the huge part where _he’s a super-powered vigilante_ when she is particularly vexed by it. “-… _Spider-Man persona_ , you’re so busy. You sleep like a _rock_ most nights, until lately.”

She slips gracefully in to the seat across from him, placing her water on the table. She tilts her head. “What gives?”

“…I’m just…I don’t know.” Peter says softly, not really having it in him to lie, but not wanting to tell the truth. He stuffs more chow mein in his mouth to give him an excuse not to answer her.

“You can talk to me, you know…” May says softly, in a way that only she can do and not make it seem as though she is pressing. Just an open invitation. Good for use now, or in the future. Peter nods slightly.

“I know,” He says. “I-…honestly, don’t really feel up to it right now.”

“That’s fair, okay.” She answers, watching Peter poke at the carton with his chopsticks. He tries not to meet her eyes, but does anyways, by accident. She looks concerned, exactly what he didn’t want, and contemplative. She’s figuring stuff out, making educational guesses and probably plotting on ways to get him to spill at a later time.

But for now, she just stands up and walks over to him, ruffling his hair and kissing his forehead.

“Try to get at least four hours,” She says, a bit of exasperation in her voice. “That shouldn’t be asking too much.”

“Four _hours_?” Peter fakes irritation, staring up at her. “That’s an eternity.”

May narrows her eyes playfully at him and flicks his forehead affectionately. “I mean it. I’m running out of excuses to tell your Principal.”

“Four hours. Did you hear her? Lunacy,” Peter calls out, as she walks back towards her room. May waves Peter off, shaking her head as she pushes her door shut.

He doesn’t end up getting four hours that night, or even the night after that. But he’s careful not to spend a lot of time in the kitchen or living room.

 

~~

 

“You look like crap. 

Peter rolls his eyes as he shuts his locker, resting his head against the cool metal for only an instant, not letting it show that he loves the ice-pack feeling it has against his skin, but rather playing it off as a gesture of exasperation. “ _Ned_.”

“I’m _just saying._ ” Ned says, shrugging. He's clutching his orange Gatorade with his hands, and fidgeting, slowly rotating it in his hands. Peter, for the life of him, doesn't understand what Ned's obsession with Gatorade is. All flavors. Everybody knows there's _only one flavor worth drinking_ and that's the lemon-lime. “Are you sick? Can you even _get sick?_ ” Ned blinks for a moment. “Holy crap, do spiders get sick? Do you have some crazy, spider-specific illness?”

“Oh, My God,” Peter laments, not wanting to do this right now. He doesn’t want to argue, he doesn’t want to play twenty questions, or entertain Ned’s strange, nerdy rambles. He just wants to _get through the rest of today_. ”Let’s talk about _anything else_.”

Ned bites his lip a little, and Peter turns his head just so he can catch the worried glance in his direction. Great, and now he feels guilty. But not as much as he feels irritated.

“Seriously, subject change.”

“I-…okay.” Ned says, his fingers peeling at the wrapper on the bottle. He glances around for a moment, as they walk towards Chem class. “So. Real talk then, are you ready for it?”

“Oooo,” Peter manages to at least pretend to sound enthusiastic, tightening the straps on his backpack. “I don’t know, am I?”

Ned inhales deeply. “So. Thursday night. Betty asked me if I wanted to come over to study with her. For Math, right?”

Peter tilts his head, eyes wide. That got his attention. ”Seriously?”

Ned nods quickly. “Yeah.”

“ _Dude_.”

“ _I know.”_

It’s a little known (meaning everybody knows) fact that Ned has sort of been sporting a huge crush on Betty Brandt, who used to run in Liz’s crowd and is one of the sweeter people in their class. It developed during the beginning meetings for Science Olympiad, and then before Peter knew it Ned was volunteering for _Yearbook._ Ned _hates_ Yearbook. ) _“I’m a computer geek, and somehow everybody seems to think I know how to design a yearbook page in In-Design. It doesn’t work like that? I'm a Software man. Not a graphic designer")._

“So then-“ Peter ventures, clenching his teeth against the warning bell. Holy crap, that’s loud.

“So, nothing, not really. But it’s _something, right?_ We never hang out besides practice or Yearbook meetings.” Ned gasps, tugging on his hair. “Holy crap, what do I wear.”

“What you’re…currently wearing?” Peter asks, veering off the beaten path to venture towards the water fountain. Maybe water will help his head from feeling like it's exploding. Cold water sounds amazing.

“This is why you don’t have a girlfriend.”

Peter feigns hurt and presses his hand against his chest, “Rude,” before turning to take a drink.

But, alas, before he can, Flash Thompson is somehow in his way.

“Move it, Parker,” Comes the cheerfully snide command, as his classmate squeezes in between Peter and the drinking fountain. Flash bends over and takes an annoyingly long sip.

Peter frowns, gritting his teeth slightly. “ _Rude,”_ he says again, this time serious, and with a bit of emphasis.

Flash stops, straightening slightly to turn and look at Peter, wiping the back of his mouth with his hand. He raises his eyebrows, pointing at the fountain. “Oh, I’m sorry. Were you in line?”

Peter chews on his cheeks.

“Sucks when people take your spot, doesn’t it?” Flash asks, smirking, before leaning down again and lapping up the water again. For the briefest of moments, Peter takes the time to indulge in imagining himself grabbing Flash by the belt that's become exposed from him bending over, webbing it to the top of the football practice field lights, and making him beg for mercy before finally letting him down. Peter usually has it under control, but he’s not usually sleep deprived, sporting a migraine, and really freaking thirsty. He digs his fingernails in to his palms. So tempting…

“C’mon, Peter. We’re gonna be late. And he’s an asshole.” Ned says, apparently aware of his friend’s razor-edged glare. Peter feels his friend’s hand tugging his arm, and begrudgingly, he lets himself get pulled away. Flash reaches up behind him as they go, flipping Peter off without turning around.

“What grade-a douche,” Ned mutters. “You’d think he’d get over it by now. He’s _on the team now_ for God’s sake.”

“Whatever, it doesn’t matter.” Peter says stonily.

Ned sighs slightly, tugging on the ends of his backpack straps. “…Are you sure you’re okay? You’re, I dunno…waspish.”

Peter makes a noise that is something between a groan and a growl and just stares at Ned, who holds up his hands in surrender.

“Okay, okay, sorry.”

 

~~

 

Michelle is waiting for him at the entrance to the small auditorium, the place where the Academic Decathalon team holds their practices. It’s the ‘off season’, and Science Olympiad is in full swing, but considering their previous season’s major win, both Mr. Harrington and Michelle find it prudent not to let the team get rusty.

They don’t practice often, every other week, then once a week during summer for those that are in town. It’s nice…seeing as Peter doesn’t go anywhere or do anything, both for monetary reasons, but also because being Spider-Man, he doesn’t feel like he can really go anywhere for a prolonged period of time without the guilt of leaving the city unprotected. He has something to look forward to, and it forces him to stay in touch with people that aren’t Ned or MJ. He tends to…get wrapped up in things, and let his social responsibilities slide. Or so he is told. It also doesn’t help that the group, while friendly on the surface, still seems wary of him due to the Washington D.C. incident. A sentiment that is mirrored in Mr. Harrington’s demotion of Peter to first alternate. _“Probation, as a precautionary measure.”_

“You look like crap,” Michelle says in lieu of any greeting, raising an eyebrow at Peter as he strolls up, echoing Ned’s earlier observation.  Peter knows his shoulders are hunched and he’s not walking with his usual brisk, nervous energy that she teases him about. He’s more than a little exhausted. He actually fell asleep in Chemistry class and Ned had to poke him awake before the teacher finished his one-on-one rounds.

“Hello to you to, MJ,” Peter throws back, with none of his usual gusto. If he could, he’d throw his backpack up at the fluorescent lights to silence their annoying hum, and darken their evil brightness. Okay, that sounds dramatic, but- “There was just…a lot of-“ He glances around the hallway. “Uh, you know, _stuff_ to deal with over the weekend.”

By now she knows that he means _Spider-Man_ stuff, at least, he hopes.

Michelle answers him by challenging him, and raising her eyebrows expectantly. “You’ve looked like crap since _Thursday._ ”

He doesn’t know why he isn’t telling her, or Ned for that matter, the real truth. Not that there really is a real truth. Just that he isn’t sleeping and he feels like he has a beehive in his brain. But, right before decathlon practice doesn’t seem like the best time to blurt out that he can’t sleep because he keeps seeing people get sliced in half in his dreams. “I’m fine.”

“Uh-huh.” She sighs, turning to walk in to the small auditorium as Betty and Abraham round the corner, the last two to straggle in after Peter. “Whatever.” The disbelief, and annoyance, in her tone are subtle, and truth be told it’s hard to distinguish it from her normal, noncommittal replies, but Peter knows her better now. She dishes out less of those noncommittal answers to he and Ned these days. Like a friend privilege. So yeah…he is aware, he’s somehow pissed her off.

Ugh, great.

_“Hey,_ first alternate,” Comes Flash’s voice from the place where he is seated up on the stage. Peter puffs out his cheeks and buzzes his lips tiredly, not really willing to deal with Flash’s shit today. Flash does a marvelous job at committing to tormenting Peter on the daily, and today is no exception. But, Peter notices, as he loosens the straps of his backpack, Flash's comment isn't followed up by any other snide remarks. His arms are folded and he's scowling at Peter, a stark contrast from his sarcastic grin earlier in the day. Okay, so perhaps he's _actually_ pissed.

_Avoidance at all costs! Danger, danger, danger._

Peter favors ignoring Flash as Mr. Harrington goes on a small rant about how alternate places aren’t lesser spots on the team. He takes his seat in one of the desks on the ground level and tries to make rubbing his temples look casual and ordinary, while Ned side-eyes him from onstage (Does it count as side-eyeing if you’re not glancing to the side? Thoughts for another day).

“Al-right,” Mr. Harrington says, drawing out the word as he raps his knuckles against the desk to get everyone’s attention, and from then on MJ takes over, and the idle chit-chat stops.

Peter’s job as first alternate is to attend practice with the team, and know the material, but he rarely gets up and actively participates in the practice drills. Which is fine, today. Most days it’s annoying and _boring_ , but with his headache he can’t concentrate anyways. He taps his fingers against the polished wood of the desk and closes his eyes, willing the weird, distant buzzing in his head to go away. He tries concentrating on it, just to see if it's like _that mind over matter_ thing. You know, maybe he _can will_ himself to not have  a headache. He feels the feeling distort, like when you listen to a car alarm intently for too long, or repeat the same word over and over until it sounds weird to your own ears. It pulls his attention from the room…almost like a nagging. An urgent nagging, down through the floor-

“Hey, _Penis Parker.”_

Peter blinks, opening his eyes and staring at Flash, who is standing next to him and staring. He can also feel the rest of the team's eyes on him. The tips of Peter's ears start to burn, not knowing when Flash got from up on the stage to where he is. Furthermore, Peter is annoyed with how pungent his classmate’s cologne is, how aware he is of the disgusting combination it creates with the odor of his hair product, and the thin film of sweat on his academic rival's forehead. Peter clenches his teeth against a sudden, strange wave of nausea.

“Are you having a _stroke_?” Flash asks, with a bit more venom than usual. “I said fill in for me. I’m gonna go to the restroom.”

“Huh? Oh-…right.” Peter says softly, biting his lip and getting up, pushing himself from the desk and blinking his way towards the stage. He’s aware he must be walking weird, because a _couple_ of people, in addition to Michelle and Ned, are watching him as he goes.

“You okay, Peter?” Mr. Harrington asks, as Peter finds his seat next to Abraham.

“You look like you’re gonna throw up,” Abraham mutters.

“I’m fine,” Peter answers automatically, to which Abraham scoffs and reaches forward, hitting his palm against the bell to announce, “Incorrect!”, with a shit-eating grin.

It is _so loud_ , and Peter has to close his eyes and turn away, feeling like someone just hammered a railroad spike in to his brain through his ears. Peter bites his inner cheeks and fights against the nausea that threatens to end him, and the dizziness that threatens to topple him.

There’s a dull **_thud_** that echoes through the gymnasium, hammering through Peter’s brain as if in slow motion. There are a few disjointed gasps and someone shouts, and for a second Peter wonders if he passed out and is just now coming back aware. But a split-second assessment from his inner ear tells him he is definitely still upright, still sitting in his chair onstage.

“Holy shit, is he okay?”

He opens his eyes. Nobody is looking at him. In fact, only half the team is even still in their seats. The others are in the middle of rushing across the auditorium. Ned is standing with his eyes wide on stage, then turns to Peter with a panicked expression. That’s when Peter’s brain finally seems to catch up, and he turns his head…

…to see Flash lying on the ground, just a few inches shy of opening the door.

 

~~~

 

“…Just so weird…I mean, did they say anything?”

_“Nope, well-…I mean, I don’t know. It hasn’t been long enough. I guess we’ll know tomorrow.”_

_“He looked bad all practice, but Flash’s angry expression and his “I don’t feel good” expression sort of blur the lines a little.”_

Peter sighs, crouched low on a rooftop, his feet meeting to fit perfectly on the small platform atop a radio tower. Midtown hustles and bustles below him, the undulating wave of noise peaking and dipping with the natural progression of conversations, vehicles starting and stopping, and electronics beeping. Down below him, Peter can hear the distant beat of a stereo as a street artist moves to the pre-recorded drums.

He had neglected Spider-Man this weekend, as well as Thursday and Friday, in favor of training, helping Mr. Stark, and then honestly…doing nothing. He’d been too exhausted to go out and…a little anxious. The kind that makes you want to stay in and watch Netflix all day.

What had happened with Flash had produced more anxiety, but a different kind. The kind that left you restless, that made you have to get out and _do something_.

Flash hadn’t just passed out, not really. Once they had reached him, and turned him over, they had realized how bad the situation really was. Their classmate was groaning and moaning, covered in sweat, delirious. Mr. Harrington had punched in 911 on his cell phone immediately, and they all waited, hovering, as Michelle ran to get wet towels. Whatever had happened had happened quickly, or at least, had _turned_ ugly quickly. Who knows how long the guy had been feeling ill and hiding it?

When the ambulance came, they were all pushed far back as the EMT’s assessed the situation, tried to get Flash to respond to questions, then, upon getting him secured in the gurney, wheeling him away.

Needless to say, practice abruptly ended after that, with the students calling their parents to pick them up in most cases. They stood huddled in a small crowd with a strange sense of incompleteness, like some weird hole had been ripped in their guts, or they were swept adrift in a strange harbor. Nobody quite knew what to say.

“… _I hope it's not contagious, whatever it is…”_ Ned’s voice comes over the comm link. Both Ned and Michelle are on with him tonight, a rare conference call. Usually it’s only one of them, or neither, since the semester is starting to wind up and they are all bogged down with homework most days. But…the events from practice had them all in a weird place, and Peter thinks that despite being slightly miffed with him, even Michelle prefers company over the solitude of books at the moment (though she’d never admit it).

"If it is, I'm sure they'll tell us," Peter reasons, hearing the bit of anxiety in his friend's voice.

" _Still, though…it wouldn't hurt to get checked out. You especially_." 

“Who, me?” Peter asks, re-adjusting his legs from where he's crouched, stretching his hips a little with the motion.

“ _I don’t know. It’s just weird, you and Flash getting sick at the same time.”_

“I’m not sick?” Peter asks/states, as Michelle’s voice rings out, “ _You’re sick?”_

_“Bullshit! You’ve been sick since Thursday.”_

“ _I knew it,”_ MJ replies over the comm, sounding a little bitter.

“I’m not sick!” Peter exclaims, standing up, but keeping his feet together so as not to topple off the radio tower. He throws his hands in to the air. “It’s just _headaches_.”

“ _…It would make sense._ ”

“Not you too, MJ…” Peter groans.

_“How often are they? What do you experience?”_ Michelle asks, bulldozing through the teenager, who groans once again.

“Headaches. I experience _headaches_ , and it’s nothing. It’s just because I’m not getting enough sleep,” Peter counters, then immediately slaps a hand over his face.

“ _You aren’t sleeping?”_ Michelle asks, as Ned demands, rather accusingly, “ _Why didn’t you say anything?”_

“Be-Because it isn’t a big deal!” Peter says, hopping down from the radio tower, his feet landing lightly on the roof’s edge. “It doesn’t have anything to do with this, trust me. And we don’t even know why Flash collapsed, he probably just has a really bad flu, or food poisoning.”

“ _Peter-“_

“You know what? I gotta go, there’s a thing-…happening. Right now. Hero time, gotta concentrate.” Peter says suddenly. He doesn’t feel like having this conversation at the moment. He wants to swing, soar through the skies of New York, avoid buildings and hop through a few fire escapes.

_“Hey dipshit, don’t hang u-“_

"Karen, End call," Peter sighs, cringing on Michelle’s last words in his ear, and knowing full well he will pay for that in either a kick in the shin or a very intense cold shoulder tomorrow. But the lack of having to answer for it now makes answering for it later totally worth it (sort of).

Peter jumps from the building and fires a web, letting himself swing low and long to gain momentum. The long swing takes him a mere twenty feet from the street below, a swift pass that a lot of people miss, but some hatch a glimpse off. He gets a few hoots and hollers as he rockets up back in to the sky, letting go at the peak of his swing and waiting a few seconds before firing another. He used to be rather timid and over-cautious with the webshooters, firing too many webs and not letting himself gain too much speed. Also, he practiced in Queens a lot, where the buildings were shorter and that far, reaching pace didn’t work.

Here, in Midtown, Peter is free to swing in these longer, more grand arcs that build up a lot of momentum, some major speed, and dizzying heights. Peter’s scared shitless of it, but he also knows that he needs to push himself. He needs to get better. And since he chose this method of travel, or rather _invented it_ , he needs to _master it_. His heart races, falling ten stories at a time as he dips and swings and soars back up, arms aching at their sockets, but at the same time he feels the most exhilarated, the most _free_ he’s ever felt. It’s like _flying_ , maybe even _better_ than flying, because as scary as it is to know you can fall and die at any moment, it’s also a _rush_.

He reminds himself not to tell Mr. Stark that any time in the near future. At least, not in those exact words.

He doesn’t have a death wish, of course, but he’s pretty sure he might be an adrenaline junkie. Maybe he always was one, but he’d been too sick, too sheepish, too _everything_ to be able to do _anything_.

If _you_ knew you could swing from rooftops at thirty or forty stories high, and not die, _wouldn’t_ you?

The wind pushing through his suit and the pieces of fabric that breathe serve to clear his head a little, push away that headache that had been lingering after school, the frazzled senses that were refusing to work for Peter. It also serves as a sort of mental cleanser. Peter doesn’t feel bogged down. No, he feels lighter. He feels more like Spider-Man. Bright, energetic, endlessly optimistic. Tomorrow would be better. Right? Flash would be okay, maybe the headaches would go away. And maybe Peter would tire himself out tonight and get some actual sleep.

Just as he thinks this, Karen pings him, warning him of a silent alarm tripped at a mechanical supply warehouse just a few blocks from here. Peter turns, reaching out and webbing another building to interrupt the arc of his swing and round the corner.

The warehouse isn't in an actual, traditional warehouse persay, rather a part of a larger building with multiple garages built in on the bottom. One of those garages is torn open…or rather, looks like it was _punched_ by a comically-large man. Perhaps a _Honey I Blew Up The Kid_ scenario. Peter blinks as he flips in midair and lands on a nearby lamp post. He really doesn’t want to fight any gigantic babies tonight.

“Well, here goes-“ Peter says to himself, attaching a web to the building, and swinging gracefully through the gap in the door, sliding inside.

He’s ready for a fight, but doesn’t immediately get caught in one. Instead, he is met with shelves upon shelves of hardware, some stored in boxes while others just lie unpackaged, all organized in pre-set spots. The warehouse is pretty dark, but dim lights near the office spaces do little to illuminate the large lower floor of the building. Peter debates on whether to approach this situation with stealth, or with wit?

Ehhh…

“Oohhhh, Criminals!” Peter calls out, walking casually through the aisles of parts. He skips a little as he does so. “Yoohooo! It’s me, your friendly neighborhood Spider-Man, hear to check up on you and kindly escort you to your own personal, pre-paid, not-so-private jail cell.”

He doesn’t see or hear anything, which is great. Just great. Maybe he’s too late. Peter huffs, glancing down one of the aisles, pausing, just for a second, to track any movement. When he doesn’t see anything, he continues. “Amenities include, but are not limited to: Running water, a personal-size bed, one toilet in semi-decent working order, aaaaand…” Peter turns the corner abruptly of an aisle that has more boxes and tubs than unpackaged parts, making him unable to see what’s behind it. No dice. He deflates, letting his arms drop. “-…last but not least, _room mates!_ Specially selected to match your most compatible personality traits. Such as morally lacking, territorial-“

In retrospect, Peter realizes he probably should have chosen stealth. In even more retrospect, he probably should have had Karen scan the building. Because the next moment, the aisle he’s in moves. And by moves, he means it suddenly launches towards him at a speed that Peter can’t dodge quick enough. So instead, he’s left buried in a pile of boxes, secured in place by the metal frame of the aisle.

Peter cringes. It isn’t the worst hit he’s taken, but it isn’t exactly pleasant either. He pushes a splintered piece of wood out of the way and manages to get his upper torso clear of debris, to peek his head out through the metal frame pinning him.

_Holy shit._

The person who had attacked him (thank God, because shelves moving on their own would just be a little much for today) turns, and Peter recognizes the face of the man who he had met on the ferry, and who had later attacked him in the bus yard. Herman…Sch….something, Peter can’t remember right now.

He’s different looking this time. He’s really played up the yellow jacket thing, trading in the garb he previously wore for a more decked-out suit. It’s padded around the arms in the same way Peter remembers the guy dressing before, but the yellow extends to his torso and honestly? Looks a lot sturdier. Like some kind of Kevlar in the chest. His arms, too, are reinforced with a sort of metal, skeletal structure. Probably, Peter realizes, to protect him from the kick back of the familiar gauntlet he wears. Well… _gauntlets_. He has _two_ now.

“Herman!” Peter calls out, despite himself. “Long time no see! Nice upgrades!”

Herman What’s-His-Name looks slightly taken aback at the use of his name, which is just _great (hugely satisfying),_ but then scoffs slightly, acting as though Spider-Man is a waste of his time as he turns to leave, and _honestly_ Peter is _offended_.

“Really?” Peter asks, pushing himself from the rubble and breaking a few boxes on the way. He shimmies out from between the bars of the metal aisle, then fires a web at the Shocker’s back, pulling him back and smirking as the man nearly tumbles on to his ass. “I go to all this trouble to remember your name and you can’t even acknowledge me? I’m hurt.”

The Shocker (and really, _lame supervillain name_ ) pushes himself to his feet and turns on Peter, rolling his eyes and muttering something that looks a lot like “little shit”, before smirking up at Peter.

“Aight,” he says, shrugging. “You want my attention? You got it.”

It is then that Peter realizes what all the extra padding is for. Because the Shocker raises his gauntlet in to the air. Then everything slows down.

Everything gets brighter. Every smell, light, sound, all come in blaring and Peter’s head hurts, feels like it’s been put in to a bell at the top of a cathedral and someone is _ringing it_. It makes it hard to concentrate. At the same time, he feels like he should move.

Oh, wait no, he should _really move!_

He reacts too late, though, and the next second Herman is bringing his glove down, punching the ground. A massive shockwave rocks through the ground, pushing out around the man in a radial pattern, and knocks Peter right off his feet and back against the next aisle that hadn’t been taken out the first time. He knocks down a couple of bins that contain nuts and bolts of various sizes. They shower down and pelt Peter through the suit.

Ugh.

“How’s that for memorable?” The Shocker asks, chuckling to himself and reaching for a box in one of the aisles. He tucks it under his arm and runs, now, towards the exit. Damn it.

Peter pushes himself to his feet, leaping over the broken aisles to chase him, but the Shocker blocks his way, turning at the last second and sending another aisle toppling. Peter swiftly moves to avoid it, but the delay it causes him is enough to give the other man too much of a head start.

In that same moment, A large van pulls out from the corner, Peter can hear the rubber peeling as the vehicle turns. It stops short and the side door opens just as Herman clears the exit, sliding under the gap and in to the van in one instant. Peter can’t see the whole vehicle through the gap in the garage door, and knows as he runs, sliding under the wrecked metal, that he won’t be able to track it.

He tries anyways, webbing up to the top of the building and inspecting the cars that seem to be moving at, wow wonderful, an unusually quick pace tonight. He sees plenty of tops that could be the size of a van, and swings down low, but can’t be sure which one to choose. He picks a couple, all wrong choices, and after scaring the Hell out of a few civilian drivers, finds himself on top of the building belonging to the warehouse, stewing in frustration.

The Shocker was back, he’d gotten an _upgrade_. Which meant he was either making weapons, or knew someone who was.

And he got away.

It’s even more of a kick in the face because the Shocker was a part of the Vulture’s crew, which means…Peter didn’t actually do his job correctly. It meant that what Peter _thought_ was over? Wasn't actually over.

And the Vulture was _personal_ to Peter. To have members of his operation still out there (and who, really, knew how many? Who had driven the van, for example?) felt like a failure on Peter’s part. A failure not only to himself, but also to Liz. Or at least, to Liz’s memory…or, something _. He’d uprooted her life_ by choosing to pursue her father the night of Homecoming. At the very least, he had a responsibility to do this job and do it _right_.

Peter turns back towards the warehouse, running his gloved fingers over his chin in thought. He had to be smart about this, this time around. After a moment, he drops down to the ground again, slipping back under the warehouse door.

Maybe he couldn’t find the Shocker, but Peter could at least find out what he stole.

 

~~

 

“So Flash is still in the hospital, according to Betty. Who heard it from Anthony, his friend from fourth period, who overheard it from Mrs. Bettencourt while she was talking in the staff lounge with the door kind of propped open,” Ned says, as soon as Peter walks around the corner to his locker the next day. “Just in case you wanted to know.”

The way Ned says that holds a sort of accusatory tone in it which annoys Peter, and he frowns at Ned because, what the Hell? He never said he didn’t care. He bites his lip as he opens his locker, wincing at the scrape of metal as the little door swings on its hinges.

He jumps when he feels Ned’s cold, clammy hand against the back of his neck. “Dude! What the Hell?”

“Just checking to see if you’re gonna drop dead,” Ned says, smirking, though it’s a sarcastic smirk. Ned doesn’t pull out the sarcastic smirks often. “You know, since I can’t get that information from you directly.”

“Jeez, okay, okay, I’m sorry I hung up on you guys and I’m sorry I have been weird lately.” Peter says, rolling his eyes. “It’s just because I really didn’t think it was a big deal, okay?”

Peter is starting to suspect it might be a bigger deal than he originally let on, though. Yeah, he had been having headaches during the day, but they hadn't managed to interfere with his activities as Spider-Man until last night. Peter remembers being… _distracted_ , or at least, temporarily overwhelmed. He hadn't jumped out of the way of that attack, because of it. What's even more concerning, is that it _definitely_ felt more like what had happened back in the fire with Matt and those ninjas. Like some sort of warning. But instead of being clear, and direct, it had confused him. It had thrown him off.

“Uh huh. Well. Michelle is pissed, you know how she hates the secret keeping. Especially when you _tell me_ stuff but not her.”

Peter sighs.

_“Just a heads up,_ ” Ned presses, “You know, expect a reckoning.”

_“_ Why is it such a big deal?” Peter asks, closing his door and then his eyes, hugging his textbook tightly to his chest. They walk together towards chemistry, turning and twisting to get past the students in the hall. Peter exits the main traffic area to grab the door of their classroom for Ned.

“Because you do deadly things for a living,” Ned replies. “I think? Or at least _that’s my_ reason. MJ’s just probably annoyed cause we’re supposed to be like, an equal trio or something.”

Peter rolls his eyes. “But this is a stupid thing to get upset over.”

The bell rings, and Peter ducks his head slightly, gasping a little. Why?!?!?

Ned raises an eyebrow at him. “Do you know why it isn't stupid? Because that: Right there? Isn't normal. And then with Flash-…"

Peter sighs, walking to their table and sitting down next to Ned, tapping his fingers on his books. “Maybe it is a little weird, but it doesn’t mean it’s connected." He lowers his voice a little. "Flash is…probably an isolated incident. I mean I don’t mean to make it sound less important than it is, but _it’s one kid_ getting sick.”

Ned clucks his tongue a little, then nods thoughtfully as more students start filtering in. “…Eh…I guess you’re right.”

Michelle enters the classroom at the same time as another adult, an unfamiliar face that Peter doesn’t pay attention to, because he’s busy watching MJ walk right past them.

_“_ Hey,” Peter says, to which he receives a big glare in return. Michelle doesn’t say anything back, just ignores him and sits at her table.

_“…Oh man…”_ Peter laments, turning back around and resting his head on his folded arms. “This sucks.”

_“_ I’ll say. You’ve ruined the whole group dynamic.” Ned points out, both playfully, but in that way that also says, ‘Dude, I’m serious and you suck a little’.

Peter hums slightly, then glances over to an empty desk. It belongs to Benjamin Clemens, the ROTC kid who is always early for everything. Which was weird, because Peter saw Benjamin in first period. Peter tilts his head so his cheek is resting on his arms, and he’s facing towards Ned. After a second of thought, he murmurs. “…Did Betty slash Anthony slash Mrs. Bettencourt say anything about if Flash is gonna be okay?”

_“…_ No, I didn’t hear anything…” Ned says, his voice a little sullen.

The second bell rings, and Peter reaches up to place his hands over his ears gently. “I feel like the inside of a subwoofer.” He admits.

“Okay, everybody-“ Calls the female voice, and Peter furrows his brow, glancing up at the woman at the chalkboard. Ned follows suit, glancing around to look at Michelle. She wears a blank expression, probably, but Peter doesn’t turn around to check. Just keeps peeking out from the barrier of his arms.

“Where’s Mr. Myers?” Someone else asks.

“Mr. Myers has called in sick today,” She responds. “I’m Mrs. Esparza, I’ll be your substitute for today. Now, Mr. Myers instructed that I show this video, so-“

Peter’s eyes slide over to the empty desk where Benjamin usually sits.

Always-early, perfect-attendance Benjamin.

 

~~

 

Peter wears sunglasses to lunch because the cafeteria is brighter than most other rooms, with its high windows and annoying lights, and white tables. He gets a couple of weird looks, and some of the people who are less friendly to him make mocking comments, but whatever. Worth it for the relief from the light.

Ned keeps side-eyeing him the entire time they are in the lunch line, and Peter tries to ignore him as the lunch lady raises an eyebrow before depositing a mound of potato salad on the side section of his plastic lunch tray.

Michelle is still sitting at their table, a book open with one hand, taking a sip from her water bottle with another. This is a good and bad thing. Good because that means she can’t be _too_ pissed, but bad because that means lunch is probably going to be awkward. As if to secure the point in his mind, she looks up from her book when they sit down, takes one look at Peter’s sunglasses, and rolls her eyes.

Peter sets his tray on the table with a sigh, not wanting to get in to it now.

“Hey,” He says to Ned, instead, who is busy unscrewing the cap from another Gatorade bottle. Purple today. “If I give you a serial number and a warehouse name and address, do you think you could hack a company database and tell me what product it is?”

Ned blinks at Peter. “Why?”

“Last night, after uh…we were done talking, I ran in to the Shocker,” Peter says, tapping his straw for his juice carton against the table until the plastic breaks open. “He was stealing something from a warehouse.”

“Holy shit, you mean the guy I webbed at Homecoming?” Ned asks, eyes wide. “I thought he was in jail.”

“Me too,” Peter says, bitterly. “He had new gear, and a new suit. He upgraded. Which means he either knows how to build stuff, or he is working with someone who does. He had a getaway van and everything.”

“Man, that night was so scary…” Ned is murmuring. “I thought we were both dead.”

“Yeah…well, he got away, and…” Peter punches his juice box with the straw a little forcefully. “I don’t like the idea of anybody who worked with Mr. Toomes just…getting away. Feels crappy, I dunno.”

“How’d he get away?” Michelle asks suddenly, and Peter turns to see her eyeing him critically. Ned busies himself stuffing potato salad in his mouth.

“I-…he’s got this big gauntlet and he whammied me with it. Makes some sort of shockwave. Before when I fought him, he had to touch you to use it, but now-…” Peter shakes his head. “He’s able to send shockwaves through matter, like the floor. I wasn’t expecting it and got nailed.”

“Dude…so cool…” Ned murmurs around his spork. “I mean not that you got nailed but that he can send shockwaves through solids that dense.”

Michelle is still narrowing her eyes at Peter, and it’s like she can tell he left something out. He doesn’t want to talk about how the headache thing popped up again, right at the most inopportune moment.

But, she goes back to her book.

Peter frowns slightly, picking at his food. He doesn’t like mad MJ, it reminds hims way too much of pre-knowing-them MJ, who ignored and made fun of them 99 percent of the time. He’s got to make it right, somehow.

He waits until the bell rings, and Ned runs off to go grab something from his bag before history, to lightly touch Michelle’s arm as she makes her way silently for class. “Michelle-…”

She turns, narrowing her eyes, an imperceptible glance down at his fingers on her arm, before making eye contact. Peter instantly takes his hand away. “What? I’m gonna be late for class.”

“Oh-I…” Peter deflates. “I’m sorry for hanging up, and for not talking to you about everything, especially when I told Ned. It wasn’t my intention to leave you out or anything.”

“I don’t care about being left out,” Michelle says, her frown getting deeper, though there’s a nonchalance to her voice that Peter can’t decipher as being either genuine or fake.

“Right.”

Michelle rolls her eyes a little. “Don’t do that.”

“Do what?”

“Deflate like a kicked puppy _. I’m_ mad _at you_.”

_“_ Sorry.”

_“_ Don’t apologize.”

“This would be easier if you would tell me what _you do_ want me to do…” Peter says, trying to say it lightheartedly. He grins sheepishly.

Michelle sighs with a bit of exasperation, before tilting her head in a gesture that says ‘walk and talk’. They both start heading out of the cafeteria, but MJ takes the side door rather than the main doors that lead in to the crowded hallway. They exit the building side-by-side, taking the long way to class. Which should be fine, they have a 6 minute passing period.

Michelle remains serious the whole time, and doesn't speak for a moment. Then, finally, “Don’t hide shit from us."

Peter somewhat expected this, and nods. “Yeah. Uhm…you’re right.”

“It just doesn’t make logical sense for you to, considering what you do with your time off.” She says, a little more lowly. She’s always very considerate of his secret, never really slipping up and always looking around before saying things. Not that Ned is any less considerate, he just gets so excited he tends to blurt stuff out without thinking.

Peter really appreciates that in Michelle. She knew for so long and never told anybody, even though they weren’t even friends at the time-…

“-if something happens, or you get stuck on some other planet or something, how’re we supposed to cover for you if you don't let us in on stuff? You can’t even go to a regular _doctor.”_

_That_ Peter didn't expect. Michelle was usually short of words, and rarely showed her feelings. This felt dangerously close to showing feelings. Not just feelings, but _concern_. So, by instinct, Peter tried to play it off.

“Yeah, but-…this isn’t that.” Peter says, shrugging. “It’s just headaches and a little bit of insomnia.”

“On a _regular person_ , chronic headaches and sensory overload for a prolonged period of time is cause enough for concern,” Michelle says clinically. “On you it could be _literally anything_.”

Peter manages to grin, glancing back up at her. “Awwww, are you worried?”

Michelle stops in her tracks, turning to face him. She fixes him with a stare that Peter doesn’t know how to interpret. "So far, your track record hasn't been exactly stellar."

“Okay, point taken…” Peter says after a moment, when the staring becomes unbearable. He continues walking, and Michelle catches up to him quickly, since her legs are a long longer than his.

“So then what’s up? Spill.”

Michelle is _pressing_ , which she normally doesn't do. Which in itself, speaks to how much her and Ned must have picked up on something not being right. Peter doesn’t want to say anything. He doesn’t, because it’s lame. At least, it seems lame to _him._ But she extended the courtesy of keeping his secret, he should…at least extend the courtesy of keeping her informed.

_“…I think_ it’s because I’m just stressed out.” He finally says. “Like… _really_ stressed out.”

“About?” Michelle prompts, with a change in tone. Now that she's gotten him to start talking, the pressure in her voice has dropped. Very different from the words she spoke just a few seconds ago. Not pushy, but it is a gentle nudge to continue, to remind him she doesn’t easily accept vague answers, despite how often she _gives_ them.

“…About everything, I guess? School, juggling that and Spider-Man, worrying about _not_ worrying my Aunt…” Peter says softly, biting his lips. Here goes. “And then…I guess, stuff I see…in my dreams.”

He feels his cheeks heating up a little bit, and is afraid to glance in Michelle’s direction. When she doesn’t answer though, he has to, and sees that she’s looking at him, but it’s a very disarming expression. Not concerned, or angry, or shocked. Neutral, but not in that _hard, uncaring_ way her default expression seems to be. He, suddenly, realizes (well, not suddenly, he’s already known, but rather the thought appears in his head at this moment) that she has a really nice face.

He finds himself blabbing. “Uh…so yeah, I mean, when I get stressed out my senses tend to go a little haywire, at least, that’s the way it was in the _beginning_. I thought I had it under control, but I guess maybe I don’t? Or I don’t know, maybe I’m just clenching my teeth with like, super strength and it’s giving me the world’s worst and longest migraine—“

“-What do you dream about?”

“Huh?” Peter turns his head to Michelle. They’re rounding the corner of the building now. He’s not sure how much time has passed, or how much time they have left until the bell. He taps his fingers against his thighs. “Oh. Uhm…”

He looks down, shrugging.

Michelle waits.

“…I guess, that time at the warehouse with Daredevil.” He chuckles, scratching the back of his head. “I dunno. I can’t get it out of my head. The uh-…ninjas. The way they-…well I don’t think you were in the room yet, based on what Ned said. But they…killed a bunch of people. With a sword. But just…” He mimics a swiping motion with his hand half-heartedly. “…right in half. I keep dreaming about people getting cut in two, or them catching up with me. Or not getting to Matt in time. And I was so hyper-aware during that time and I think…I dunno, I feel like I did at the warehouse sometimes. Like…keyed up? Everything's loud and bright and practically _humming_.”

He shakes his head. “I dunno, it’s stupid. I was able to get over it when _The Vulture_ dropped a building on me. I don’t know why this is so hard.”

He glances down at his hands. There’s no scars there, from the deep slices MJ had helped him patch up, but he still remembers how _close_ it had been…

“That’s not stupid.”

Peter blinks, looking up at MJ. The bell rings, long and drawn out, and Peter flinches. It’s not as loud as inside, but it still isn’t comfortable to his sensitive ears.

They’re late for class.

Michelle doesn’t move.

She waits for the drawl of the bell to end, then stuffs her hands in her pockets. “Mental health is not stupid.” She repeats. “You’re not magically able to get over things just because you have super powers.”

Peter glances off to the side. “…I mean, Daredevil does. Captain America does, even though he’s-“ He waves his hand vaguely in to the distance _. AWOL._

"I highly doubt that," Michelle answers, shrugging. "They're super heroes, but in the end, they're just people. Well, most of them."

Peter thinks about that for a moment. It seems so weird, to think of the Avengers in any other light than perfection.

_Mr. Stark isn't perfect. Remember the sky?_

Yeah, but that was just a fluke, remember _? Don’t…don’t…get your hopes up._

_“…_ You know what was the scariest part of that night, for me?” Michelle asks suddenly.

Peter doesn’t expect Michelle to say this. At all. To _offer any_ information about her feelings, let alone admit something was scary. “…You…thought that night was scary?”

_“Hell yeah_ I thought that night was scary,” Michelle says. She glances off to the side, as if considering whether or not to continue. She scuffs her boot across some loose pebbles of asphalt.

Peter can’t help but stare at her.

_“_ Believe it or not, it wasn’t when you hauled a half dead guy in to my car.” Michelle says, shrugging. “The ninja who nearly sliced your eye off on camera was a close second, but _for me_ it was when your radio cut out.”

“I was _certain_ , especially after you said something was wrong, _I was certain_ I had just listened to you die. I’m cynical that way.” She continues, and Peter feels himself rooted to the spot. His heart is hammering in his chest. “The situation was already bad, and probability-speaking, it just seemed like the most logical conclusion."

Without really thinking, he feels an apology bubbling up in his throat. “I should have said something…”

Michelle holds up a hand. “-Dude, you were saving your own skin. Don’t do that to yourself. That’s not the point. The point is, fear isn’t weakness. Neither is admitting you’re a little screwed up. I’m a little screwed up, from that night. So’s Ned. You can tell by the way he worries all over you.” Michelle shrugs, glancing off to the side. “Anyways just…talk to us. Or at least someone.”

“…” Peter is incredibly surprised by that…admission on Michelle’s part, of how worried she was. He’d joke about it, as is his custom in these situations, but it feels a little too intimate to not approach in any matter other than complete seriousness. She just opened up to him, so that he wouldn't feel bad about opening up to her. “I had no idea.”

He had no idea she cared that much. Or rather…okay that isn’t entirely fair, but he at least didn’t realize she was _afraid_ , that night. Still, the hesitation is still clawing at his chest. “You really wouldn’t judge me for all my lame nightmares?”

Michelle folds her arms seriously, in that _very Michelle_ way that makes you more than a little afraid of her. “I’d never tease someone about their mental health.”

Peter finds himself giving her a small smile.

Just as quickly as she folds her arms, though, she unfolds one to extend towards him, waving it around to encompass all of him. “Everything else, however-“ She remarks, smirking.

“Shut up.” Peter says, chuckling a little.

By now, they've probably spent a good chunk of their next period out here, talking, and they’re so late that Peter doesn’t even know if it’s worth it to show up at this point. He knows it’s English for MJ, and he knows she loves English, so he feels very grateful to her right now, to have missed a class so important to her. She doesn’t shirk her schoolwork like Peter tends to. She takes it very seriously.

“…Thanks for skipping class to help me out.” He says.

“It was important,” Michelle responds, starting her feet again. Peter falls in step with her, as they walk in towards another side entrance to the building. They walk in silence for a moment, before Michelle pipes up again. “You know, maybe you should ask Matt about all this.”

Peter turns his head towards her. “…Uhm?”

“I know you love your invincible façade around the older super people, but-…I seriously doubt Matt would judge you. He doesn’t seem like that kind of guy.”

“…Maybe…” Peter says softly.

“Just a suggestion. Do with it what you want, I don’t care.” Michelle says easily.

She parts with him inside the main hall,  and in a rare moment, reaches up and places a hand on his shoulder, squeezing slightly. “Later, nerd. Gotta get to class.”

“Yeah, uh…later. Thanks.” Peter calls out, standing alone in the hallway, watching her until she disappears behind the door.

**Notes for the Chapter:**

> Did anyone see "Into the Spider-Verse" yet?!?!?! If you haven't, and you have the means, you should!!! :D  
> FYI THOUGH, if you are prone to light-induced seizures, I would take caution. The film gives no warnings but the introductory credits were flashy enough to bother me. 
> 
> Until next time~


	3. Three

**Notes for the Chapter:**

> I saw Into the Spider-Verse again guys, it was just as amazing as the first time.  
> I also finished the DLC part 3 for Spidey PS4 and wow I have a lot of feelings and opinions. 
> 
> I am STILL going to try to finish this thing before I go back to work on the 2nd of January. WILL SHE MAKE IT? Who knows.  
> This chapter, and all my work, is not beta'd. Tis proofread by me multiple times, and I always miss stuff. *sad face*

_Peter is in a dungeon of some sort. Or at least, a similar such structure…dark, cold, clammy. There's jet blackness all around him, and the only source of outside, sensory stimuli being the soft rush of water. Muted, muffled, as if it were behind some sort of barrier. His ability to navigate is almost complete inhibited, though not for a lack of trying. Peter attempts to forge ahead, he does, shuffling around on cautious feet, but he keeps tripping over things._

_Then, suddenly, it's there. The feeling._

_The feeling that something is about to happen, and suddenly he is leaping up, attaching himself to a ceiling that he cannot see and that is not there. He doesn't really dwell on this fact, or think it's weird. It simply is._

_He knows if he moves, if he breathes, if he makes a sound, he's dead, and it's this terror that keeps him in place as he watches the darkness shift and undulate below him, figures moving in waves past him. Maybe he will make it out…maybe he will…_

_"Hello?" Comes a voice, a familiar voice, high-pitched and scared, far from the way it normally sounds. A male voice, and Peter tries to place it, but in the end, doesn’t need to._

_A figure stumbles in to view, arms out, feeling their way across the dark sea, though their body is illuminated, as if the darkness doesn't (can't) touch them. His dark, side-swept hair and wide eyes catch Peter's instantly._

_Flash, he thinks, questioning his sanity. How is Flash here? Peter never told Flash he was-_

_"Hello?!?" He screams, and Peter opens his mouth to shush him, to tell him to shut up, or they will find you-_

_But he never gets the chance. Instead Flash is cut off, mouth open on the first half of a syllable, arching forward with an expression of surprise on his face, before he slumps forward at an awkward ankle, his torso separating from his lower half. Peter can't help it at that point. He screams._

_"FLA-_

"-ASH!!!" Peter jumps up, and immediately clangs his head against the rungs of the top half of his bunk bed. He cuts off his scream with a sudden curse, seeing stars for a moment as he lifts his hands to his head and groans.

" _Fuck! Ow….ow_ …" A rare string of expletives continues to spew from the teenager's lips. Peter rocks back and forth a little in bed, clutching his forehead and breathing hard, trying to come down from the nightmare at the same time that he nurses his damaged head (and pride, despite being alone).

He is so distracted that he forgets about the consequences of screaming in a small, Queens apartment, so he jumps when his Aunt suddenly barges through the door with a wild look in her eyes.

"What?!? What-" May starts, her voice clipping at Peter pressed up against the wall that his bunk bed is up against, staring at her like she was a ghost, or a ninja…

"May-…Holy crap…you…scared me." Peter says, panting slightly.

"What was that? Who screamed, was that you?" May breathes, walking in to the room. Upon taking in the young man, his aunt immediately stills, her face going from terror to soft concern. "Honey, you're bleeding."

Peter can feel the warm trail of blood slowly making its way down his forehead, across his brow and down his temple. He reaches up absently.

"No, no you'll get it everywhere, hold on," May says, and quickly darts out of the room. She arrives about seven seconds later with a wet washcloth, a bag of frozen peas, and her glasses sliding halfway down her nose. She ducks down and lowers herself on to the edge of Peter's bed. There's a concerned furrow in her brow, and she's pushing her glasses up  before she presses the washcloth gingerly on his forehead. "What happened?"

"Oh, I just-…I woke up and banged my head on the railing," Peter mumbles, trying to force his heart rate to come down. He rubs at his chest a little, as he scoots towards the end of the bed.

"Mmhmm…And what about before that?" May asks softly, her gaze still critical, assessing. She gives him a good, visual once-over, then reaches over with the hand not applying pressure and rubs his back soothingly. Peter can't help but lean in to it a little, despite his embarrassment. He feels like a stupid little kid who wants their mom when they're afraid of the monster under their bed.

"I-…" Peter bites his lip, glancing down.

"Did you have a nightmare?" May asks, when Peter doesn't answer. The teenager feels his cheeks heating up, and does his best to avoid her gaze. In an alternate world, maybe, where Peter wasn't in an awkward position, he'd nod. He'd tell her all about it, he'd curl up with her on the bed, maybe even cry.

May's face crumples just the slightest amount, as she lifts the damp towel to check to see if the bleeding has stopped. It has, and she shakes her head at the marvel of his super healing before taking the towel away and handing him the frozen peas. Peter gingerly holds the bag to his head.

"…Peter, you can tell me. Is it Spider-Man related?" She asks, tilting her head, and once again, Peter fails to answer.

Because he isn't a little kid anymore and unfortunately, he _is_ in an awkward position. He's a super hero, and no matter what his Aunt says, he knows telling her about the things he does as night _hurts_ her. He can see it every time she turns on the news and there's footage of him fighting the villain of the week. Every time Spider-Man's name appears in the newspapers. She's already lost so much, and he hates making her feel like she's going to lose so much more.

And then there's Daredevil. Matt. Peter never told May about that night, not specifically, and telling her about the dreams may not make her suspect Daredevil, but Peter doesn't want to risk it. Matt's identity is important to him, as Peter's is, and he couldn't be a hypocrite and let loose that secret. Yes, Ned, and Michelle knew, but Peter'd cleared that with Matt first.

May sighs, a tired sigh that reaches down to Peter's bones and makes him feel even worse, if that's possible. "Okay, well…do you need to stay home tomorrow?  I can call in too, and we'll both stay home and have a movie marathon. Hot chocolate and popcorn and all the wheatcakes we can eat."

"I-…" Peter almost says yes, in fact he _wants_ to say yes because that sounds _amazing_. Just staying home with May and not doing anything. Relaxing, no school, no homework, no _headaches_. Not that he has one right now, his head is surprisingly quiet. As it is most nights, now that he thinks about it…

He almost shifts gears and tells her about the headaches, but…once again, he doesn't really…see a reason to. He's stressed out. That's what it is.

He could take the day off tomorrow, but then he'll fall more behind in school. And he won't be able to see if Flash comes back or not. Or if Benjamin is there, or Mr. Myers. Not that he needs to, he could get all this information from Ned and MJ if he wanted to. But for some weird, nagging reason, he feels the need to go to see it for himself. "…No…it's a big week, we're reviewing for a couple exams. I gotta go."

"Okay…" May says, leaning forward and kissing him on the forehead. She squeezes his shoulders a little, chuckling. "My responsible young man, putting school first."

"Ewwww," Peter laments, as May laughs fully.

"Just promise me you will call me to come get you if you don't feel well, okay? Panicky, or anxious, too tired…"

"I will, May, I promise," Peter says.

"Okay well…are you good to go back to bed?" She asks, pointing at the bag of peas. "You still need that?"

"No…it's fine. It doesn't even hurt anymore…" Peter admits, taking his hand away from his forehead and handing May the bag. May reaches up and shakes her head at the already-scabbed cut on his head.

"Never gonna get used to that."

"Neither am I." Peter laughs.

May stands up, ruffling his hair slightly, and she seems to hesitate, before she walks towards the door.

"Wake me up, if you need anything, okay?" She says, pointing at him.

Peter nods, and sits in bed, still upright, long after she closes the door. He inhales slightly, glancing around his room, feeling a certain tightness in his chest at the dark encroaching from the corners. It seems to reach for him, perhaps waiting for him to drift off before making its move. Peter knows this is illogical, but his logical brain and his fears don't seem to be in communication right now…Peter pushes himself from the bed frame, skittering over to his desk light and flicking it on, before crawling back in to bed and laying down, staring at the opposite wall for what seems like forever.

Finally, he pulls out his phone.

_Sent: {You awake?}_

_Received MJ: {Ya, what's up?}_

~~

The moment he steps on to school grounds he knows it's going to be a bad day.

One, his head hurts…ridiculously. The worst yet. To add to it, Peter still feels strung out and weird from the night before. Giddy in a way that he hasn't experienced in a long time. He has this weird anxiety humming around him, and the annoying, buzzing, jack-hammering, bright, _everything_ just compliments it all in the _worst_ way.

This anxiety is all centered around Flash Thompson.

He _needs_ Flash to be at school today, and he doesn't know why.

_Maybe because he got cut in half in your dream and died a horrible, terrible death, and now he's in the hospital. Talk about projecting your subconscious to real life, and vice versa!_

He has this weird sense of _wrong, wrong, wrong_ , floating all around him as he climbs the stairs. He finds himself looking for Flash. Somewhere. Anywhere. But no dice. He knows they have first period math together, but the ten minutes left before the bell rings seems like too long of a wait.

"Hey."

Peter jumps, swiveling on his heels to face Michelle, who backs up a step, one eyebrow raised. She quickly assesses Peter with a top to bottom sweep of her eyes, and her demeanor softens a little. "You good?"

Peter inhales. Exhales. "Yeah. Jumpy. And tired."

Michelle presses her lips together in understanding, and nods once. She looks tired as well, Peter can actually see the bags under her eyes. It's kind of his fault…since she'd stayed up texting him last night, as he detailed what had happened in his dream. She doesn't look annoyed though, and right now, she doesn't press him any further, to talk about it. Peter finds this…comforting.

"Is Flash here, do you know?" He asks.

Michelle shakes her head. "No, I got to school early, kept my ears open, but I haven't heard anything new."

"You got to school early to spy on people?"

"I get to school early every day, just a little earlier today," She says.

"How early?" Peter asks.

"'Bout an hour and a half, normally."

Peter raises his eyebrows at her, but wisely chooses not to comment. He is aware, vaguely, that she has home troubles. _But she_ doesn't know he knows that. Ned, of course, told Peter everything about the conversation he and Michelle had after they left Peter's apartment from the Daredevil fiasco. It made sense, actually. Michelle acted as though she didn't want to have anything to do with most people, but for someone with such a social aversion, she spent an unusual amount of time doing extra-curriculars and attending school events. It was just…an unfortunate realization that she did so because it was better _than being at home_.

Peter had decided not to mention it, since he didn't know how she would react to Ned spilling the beans about her personal information. Peter had instead waited for Michelle to tell him. But she never did. She also never took Peter up on his free offer to come over to his apartment whenever she wanted, or needed to. So he sat on the secret, feeling awkward about it. It occurs to him that perhaps the only reason she told Ned because he pushed her so hard about being mean to everybody.

Despite her secretive nature, Michelle is a great addition to the "team", Peter realizes, as he looks around. Kind of a natural investigator-type. She's scarily observant, which is great, but also…she had just sort of slid in to their group and fit right in. Even with Spider-Man stuff _. Especially_ with Spider-Man stuff, actually. She did all sorts of research on the issues Peter was dealing with, often without Peter or Ned's knowledge. She usually just showed up at lunch with some hunch about what they were talking about in Chemistry, or at the lockers before the bell. She's sharp as a knife, whereas Ned and Peter are a little more oblivious in the investigating department. But she's still so closed off. She doesn't often volunteer information about herself freely. Peter wishes she felt more comfortable around them, he wishes they could have more moments like the one the two of them had had yesterday, after lunch.

He shuts his locker, ruminating on this. Well, after last night, maybe that will start happening.

He tries to see Flash, somewhere, anywhere, and he feels Michelle's hand on his shoulder again. He stops, flinching.

"Jumpy is an understatement." She says simply, as the bell rings.

Flash isn't in first period.

Ms. Warren makes an announcement to the class that he is still in the hospital, but doesn't elaborate on his condition. All she says is that they don't know when he will be coming back.

Peter glances behind him.

Benjamin is still gone as well. For some reason there is no announcement about that. Maybe Benjamin went on a trip for ROTC. Maybe…maybe he's just sick, but not _hospital_ sick. It could all be a coincidence. Midtown Tech is a big school. But,  Jason, Peter notices, the boy who leads the school announcements with Betty Brandt, is also missing.

Mrs. Esparza is still at the head of the class when chemistry begins.

"Mr. Myers called in again today," She announces, grabbing a whiteboard marker and beginning to copy a set of questions on the board for their next video. "As of right now we are not sure when he will be coming back in."

A sense of dread is quickly filling Peter's chest. He glances back at Michelle, who meets Peter's eyes and shakes her head imperceptibly. Next to him, Ned is also facing Peter, talking so Michelle can read his lips. It's a little known fact about her that she's divulged early on in their friendship. "Dude, three people were gone from my robotics class this morning. Betty told me that _Sally_ didn't show up in her first period."

"…Something is wrong…" Peter says in a low voice, before resting his head back on the table.

~~~

"Maybe it's some weird, crazy flu that's spreading around," Ned suggests, noting that the cafeteria is quieter than usual today. Not enough students are gone to make noticeable change in the population of the giant room, but everybody seems to be aware that something isn't quite right.

Peter sits at the table with his sunglasses on and his head buried in his hands.

"There aren't many viruses that would spread that quickly," Michelle says, sucking on her water bottle. "At least…not the _flu_. Maybe a more serious bug like…I can't even think of something that works that fast off the top of my head."

Instead of a book, Michelle has her phone out and is scrolling through medical articles.

"Maybe food poisoning?" Ned asks.

"Was Flash throwing up, or _is_ he?" Peter mumbles, reaching up and rubbing his temples.

Michelle throws him a nearly imperceptible glance, only detectable because her gaze lingers a little longer than usual. "You don't necessarily need to be throwing up to have food poisoning."

"…I could ask Anthony, either way." Ned says thoughtfully, as Michelle continues to scroll. There's a moment of silence between the three of them, but Peter is acutely aware of Ned's eyes on him as well. "…Peter…"

"Yeah…"

"I know you don't want to talk about it, but uh…are you sure you aren't sick too? I mean…" Ned looks around. "This definitely isn't an isolated incident anymore."

Peter sighs. Michelle glances over at him slightly. "…"

"I mean, like, you have super healing right, so maybe you haven't dropped dead yet cause you're better at fighting it off, is all I'm saying, and-"

"I'm pretty sure it's not that," Michelle says, to Peter's surprise. Ned blinks, glancing between the two of them. Peter awkwardly looks at his food tray.

"Oh," Ned says, and Peter knows that Ned knows that Peter has told Michelle something extra. Something Ned isn't privvy to.

"It's nightmares." Peter blabs guiltily. "I just-…I'm having a lot of nightmares, and I'm not sleeping. Can we…move on now?"

Ned takes one more look between Peter and Michelle, his eyebrows knitted together slightly. For a second, Peter is afraid he's going to push it, but maybe the miserable look on his face lets New know just how much he doesn't want to talk about it. At least not…here, in the cafeteria. To Peter's relief, Ned lets it go, and switches the subject.

"Oh…I figured out that thing you asked me about yesterday, by the way. Sorry I didn't say anything before, but I forgot with all the-…craziness."

Peter nods solemnly, but his interest is peaked. "What was it?"

"That serial number you texted me. It's…hang on…" Ned pulls out his phone, flicking his thumb a few times across the screen before nodding. "Aha! Here, it's a component for an…industrial-grade container. It's like, the housing they put around components in machines that give off hazardous by-product, like…radiation or whatever. Not the whole thing, but a part of it."

Peter perks up at Ned's information. "What? That sounds…dangerous."

Ned shakes his head. "Not really, I mean…you'd be surprised how many electronic devices produce radiation or harmful 'residue'. These are used in a _lot_ of stuff. Yes, they could be building some crazy weapon, but they could also just be repairing like…an x-ray machine."

Peter narrows his eyes slightly. "…How big is the container? Does the part go to a specific model?"

Ned sighs and casts his gaze downwards, grimacing. "Uuuummm yeah, hang on. It's about…About…fifteen by eight…feet, that is."

"Pretty big x-ray machine," Michelle comments dryly.

Peter chews on his lip for a moment. "Before, when Mr. Toomes was in charge, they were combining alien tech and our tech."

"Still the coolest sentence anybody has _ever_ said." Ned responds, as Michelle glances up from her phone and narrows her eyes, a small smirk spreading across her face.

"So…theoretically, they might need one of these, if they're still doing it."

"Still…making weapons?"

"Yeah, look: Shocker must have got that new gear from _somewhere_. And when I got to Mr. Toomes' warehouse everything was cleared out. But Ned, it was a _huge_ warehouse."

"Which means there were probably a lot of employees who worked under him," MJ cuts in. "A lot of people who knew how to make the weapons, or at least assemble them. Maybe one or two people to do the actual engineering."

"Holy…what is that called, a ring?" Ned asks.

"Something like that," Peter says. Michelle shrugs from her seat, when he turns her way. Peter averts his gaze back to Ned, still feeling a bit over-conscious of the look they'd received from the boy earlier. "Now we just have to figure out how to find them."

"Like, how?" Ned asks.

"Find similar warehouses that house roughly the same types of products, then stake them out." Michelle swivels in her seat them, leaning her elbow on the table and resting her head in her hand.

Peter tilts his head in Michelle's direction and shrugs as if to say, 'Well, there we go'. Ned's face, however, lights up like it's Christmas. "Oh my God. Stakeout. Donuts, telescopes. Hacking. Everything that makes a great movie."

"Your taste in movies is poor."

"Awww, come on Michelle, you don't like heist movies? Procedural cops shows?" Peter asks sarcastically, turning his head towards MJ.

She gives him a very non-committal shrug. "Nope. They're all the same."

"So you aren't gonna stake out with us?"

Michelle doesn't look amused at all, but to her credit, she actually looks like she's considering the pros and cons. To Peter's surprise, she finally says, "Nah, I'm in."

Ned pumps his fist. "Yes! Stakeout! I'll bring the equipment."

Michelle smirks at her screen as she turns back to her phone. "I'll bring the snacks, and you know…common sense."

~~

_"Pass the popcorn."_

_"Nah."_

_"Come on, Michelle. I brought it!"_

_"You brought the last pack. This is my pack."_

_"Please?"_

_"Nope."_

Peter rolls his eyes, hanging off the side of a glass building, taking care to make sure it's one of the rooms with the blinds shut and the lights off. Peter doesn't want a repeat of a couple weeks ago, where he was accidentally made privy to a couple engaging in less than flattering activities while thinking they were in the privacy of a conference room. The worst part was that they had seen him too. A very awkward staring match had ensued, and Peter had seen parts he'd never wanted to see on someone he didn't know.

" _I vote we kick Michelle off the stakeout squad."_

_"You can't kick me off."_

_"And why not?"_

_"Because I'm smarter than both of you, you need me."_

_"How are you smarter than us?"_

_"…Seriously, Ned?"_

Peter doesn't listen to the rest of the conversation, turning the volume down as he jumps off the building, swinging in a wide, low arc towards the roof of his target. He rolls as he lands, then hops on to the corner of the building, perching delicately. With every passing day, it's getting easier and easier to do these high-demanding, acrobatic stunts while remaining graceful. Peter can't help smiling a little under his mask.

"Alright Droney, do your thing." He says, and the small spider emblem attached to his suit comes to life. The miniature drone makes a high pitched whine and pops off his suit, rotors zipping furiously as it flies across the gap between Spider-Man and the building next door.

Peter keeps one eye on the feed that pops up in his heads-up display, while he pulls a small sack off his back and starts digging through it. After the loss of another half a dozen backpacks, Aunt May had put her foot down and exclaimed, rather loudly, _Isn't there a better way to carry your stuff around?_

Peter had _finally_ nailed the equation for the dissolving speed of his web fluid, so he could make a batch that dissolved whenever he wanted it to, from one hour to…well…so far? Two weeks, according to the experimental lego Death Star suspended from his ceiling. Hopefully, indefinitely.

So the upgrade to his webbing and his Aunt's financial laments combined made Peter come up with this idea, a backpack made out of webbing. It was less identifiable, Ned had pointed out, making carrying a backpack around less of an indicator that he was a kid, and if it got destroyed, no harm no foul. Just spin a new one.

Peter had also become way better about hiding his school backpack in less-reachable places when he took off as Spider-Man right after classes.

He pulls out a small webcam he had scored from a second-hand electronics store- one of his favorite places - and sprays the end of it with webbing. It looks rather rickety, black electrical tape holding more components on it than it needs, turning the once corded camera into a wireless and battery-powered one, able to transmit video directly to Karen. Protected and pretty much invincible from hacking, courtesy of Ned.

Peter flips the switch on the camera, and waits.

_{Connection successful. Re-routing feed to the Commissioner.}_

" _Gotta say, I am never going to get tired of my code name."_ Ned's voice comes over the comms, and Peter grins. " _Alright, I got it."_

A ping alerts Peter that Droney has finished its task, and Peter calls up the footage on his screen. He sees the building across from them, then the x-ray footage of the structural layout, highlighted in red. In addition, the rough shapes of the materials inside. "I'm getting back the footage from inside of the building. It looks about roughly the same layout…"

There a myriad of equipment in here, and Peter gets readouts of potential matches based on the shape. There's a lot of parts, used for making industrial machining equipment. "…I think this place is a likely contender."

" _Add it to the list."_

Peter plants the webcam on the corner of the building, underneath the brick border of the roof to sort of hide it away, and aims it at the lower, garage-door entrance to the building. The only entrance, based on Droney's footage, that any large equipment could be taken out of. "Good angle?"

" _Looks good. And that's all of them. Man…this is so cool."_

Feeling satisfied, Peter jumps from the building just as Droney flies back to him, planting itself in to the empty spot on his chest. The young hero sails across the rooftops, heading for a waypoint Karen set for him.

Ned and Michelle are currently monitoring from the computer lab back at school. Ever since Michelle came on to the team, she uses the excuse that she needs to use the lab after hours for Decathalon purposes. Thankfully, Mr. Harrington never questions MJ's integrity. It gives them a cover-up story should they be caught doing Spider-Man stuff. They could do it somewhere else, but Peter doesn't want May watching what he does as Spider-man on a live feed. Ned's mom tends to barge in and she doesn't know the secret, so it's a bad idea all around. And Michelle's place is an unspoken don't-go-there topic.

They'd tracked down five different supply buildings that kept equipment like the one Peter had fought the Shocker in. The basic thought process, and their best hope, was that Peter had interrupted the Shocker and perhaps the crew he was working with hadn't been able to secure all of the equipment they needed. So they would either come back to that warehouse, or try to find what they needed somewhere else _. If_ they needed anything else.

So the only thing they could do was keep an eye on all six warehouses and wait, which, if they were all being completely honest, they didn't need to do themselves. Karen could keep an eye on the feeds and let them know when something happened, but everybody still seemed on edge. They needed something to do, and, Michelle had added, she _really did_ need to work on some Decathlon stuff. Peter was currently heading to a location as equidistant as possible from all six locations. He'd patrol around that area tonight. So, hopefully, should something pop up, he could make it across town in time to apprehend them.

The area he was patrolling wasn't traditionally that heavy with crime, so it was a pretty boring night. For once, though, Peter didn't mind it. His headache hadn't gone away from today, and he was more tired than usual, as his days without sleep were starting to rack up. He was feeling worn down, and a little stretched too thin, especially with his senses still going a little haywire. The city was loud. _Very loud_. And the bright, man-made lights against the night sky were a little too much contrast for him.

"Karen, can you dim my display? Is that possible?" Peter asks, sitting on top of a street light, reaching up and holding his head in his hand. It's an impossible migraine, but the buzzing at least, isn't there.

_{Sure thing, though I must caution you, your vision might be obstructed by a dimmer display at this time of night.}_

"It's fine."

Karen acknowledges and lowers the brightness, and Peter exhales in relief. Yeah, it's a little more difficult to see, but Peter can handle it. Though, it's worthy to notes that when powered on, the Spider-Man lenses are completely digital, which makes it impossible for Peter's enhanced senses to adjust. You can't discern more detail from a mirrorless camera display if it isn't there. That is one thing Peter sort of wants to talk to Mr. Stark about changing in the future…though, bringing up potential "issues" with a suit designed by one of the smartest guys on the planet is a very intimidating subject to broach…

Then, of course, there's the _other_ subject of their kinda-sorta-changing relationship… _Was_ it changing?

" _Peter, are you sure you should be out?"_

Peter turns his head to the side, narrowing his eyes. It's Ned's voice. "Huh?"

_"It's just, if you don't feel good-"_

"I'm fine, it doesn't interfere with fighting bad guys, Ned. You can relax," Peter says, not sure who he is telling. Ned, or himself.

 _"You sure?"_ Michelle's voice is there, the first time she's been on all night, which leads Peter to believe Ned's wearing a headset and Michelle grabbed it for a second. Her voice is suspicious and somewhat accusing. Peter presses his lips together in a thin line.

" _I'm sure_ ," He stresses.

There's silence on the other end of the line, a sort of shuffling, then Ned's voice comes back on. "…I wonder what the cooling off period is for bad guys. Are they gonna hit today? Or do they wait a week, or what."

"…Vulture did this for seven years without getting caught." Peter muses, leaning back slightly, extending his legs a little to counterbalance himself on the street lamp's long neck. "He was super careful, I'm sure these guys are too. Especially since they disappeared so well."

_"Do you think the Shocker guy is the one who builds everything?"_

"I dunno. I don't think so…maybe I could go through the footage again, from back when I came across everyone he worked with…" It would be helpful, Peter doesn't remember everyone he came across, and didn't see everyone's face. His recollection of the events were fuzzier, these days, and this was probably the best lead they had. However, Peter didn't exactly _want_ to relive everything that happened during those few weeks…

" _-would be a good idea."_

"I'll check it later at my apartment," Peter says, kicking his feet a little. He leans back in boredom, letting the backs of his knees catch the light pole as he swings upside down and hangs there. God, big mistake. The blood rushes to his head and he nearly groans out loud, but instead manages to grip to let go with his knees and flip to the ground, landing neatly on his feet.

He feels useless and conflicted right now. Part of him wants to go home and sleep for ten thousand years. Not do homework, or look his logged footage. God no, the thought of reading _anything_ makes him want to dig his eyes out of his skull right now. But another part of him wants to keep moving, keep doing stuff. Mostly because he is anxious. Anxiety is pulling at all of his nerve endings and his attention keeps getting dragged back to the school. The way Flash had just collapsed like that…

" _Are you seriously not passing me the soda?"_

There's a very muffled " _It's bad for you"_ coming from the comm, some more banter back on Ned's part. Then there's an ensuing scuffle.

Before he knows what he's doing, he's swinging again, down the street and getting calls, whoops, and hollers from people on the street. It's not like his suit is exactly subtle. It's easy to pick out in the night sky. Peter tries to focus on the wind on his face and the stretch of his muscles as he goes faster and faster. But it doesn't seem to be working tonight.

_"Damnit…MJ…hand it over…"_

Peter doesn't really know where he's going until he is there. He plants himself on the side of the glass window, then slowly makes his way across the sheer surface, careful to stay near the space in between floors so as to hopefully not be seen. He counts the floors in his head, knowing the section he's looking for from experience, and some quick math. When he gets there, he starts checking all the windows carefully.

The scuffle in the background on the comms seems to come to a head, with Ned cheering victory at having successfully grabbed a soda, and MJ seeming rather pissed.

" _Ned, you dumbass, you cracked my water bottle!"_

" _I wouldn't have knocked it off the table if you had just given me the can in the first place."_

Michelle doesn't respond to Ned, but instead there's a pause, before she whispers, " _Peter-, is that-"_

Peter sticks to the glass in the small space between rooms and tries to keep himself from being seen. He feels his cheeks burning, fingers feeling itchy with a bit of, well, shame for what he's doing. On the other side of the glass is a room, a hospital room to be exact, and lying in the bed, connected to all sorts of machines and monitors, lies Flash Thompson.

 _"Holy crap…"_ Ned's voice comes over the comms, shaking slightly.

Flash looks less than stellar, if Peter were to give his professional opinion. He's awake, it looks like, but he's curled on his side, and his expression is one of pain. Two people sit in the room with him, a man and woman. The woman looks tense, sitting in the chair closest to the bed, her hand running through Flash's hair, and her teeth constantly worrying her bottom lip. The man is pacing back and forth in the room, his posture stiff and his fists clenching and unclenching as he goes. They must be Flash's parents.

" _…This feels a little…creepy. Like, stalkery._ " Ned admits, and there's a small click in the background and Peter can hear the surrounding sounds much louder over the comms. His friends must have switched to speaker.

" _Who cares,_ " comes Michelle's voice, obviously interested in what she's seeing.

Peter would tend to agree with Ned, as he isn't one to get too nosy with people's personal lives. In fact, he doesn't really know why he's doing this. It's not like he can help. Not really. And yet, he feels like he needs to be here. He just needs…to see. Flash, alive. He tells himself that's perfectly normal, he's just looking out for a classmate. Right?

Peter can't quite make out the numbers on any of the monitors due to the distortion in the glass, so he can't make any guesses as to the true nature of Flash's condition. But he knows it must be bad.

"This is the children's ICU," Peter says thoughtfully.

" _How do you know know? And how did you even find him?_ " Ned asks, still seeming a little creeped out.

"I was here after the spider bit me. For two days, remember?"

 _"Oh…shoot, I didn't know you were in the ICU._ "

"We didn't exactly advertise it," Peter replies, which was true. He hated being the center of attention, and he hadn't gotten severely sick until _days after_ the spider bite. The look on the doctor's faces…one day they were debating whether or not he would survive, and following evening they were perplexed that he was perfectly fine. Looking back, he realized he was lucky they let him go without asking too many questions. These days, what with the Accords and the increased knowledge of enhanced beings, Peter isn't quite sure he would have _been allowed_ to leave had he got bit _now_.

" _Hey, ask Karen to listen in_ ," Comes MJ's sudden voice, a command that snaps Peter out of his little internal conversation with himself.

" _That's so illegal!_ " Ned's voice is a squeak on the other end of the line.

A doctor has walked in, Peter's pretty sure, because she isn't earing scrubs underneath her white coat. She's looking through a chart and Flash's father is talking animatedly at her. Flash's mom closes her eyes and bows her head.

"Karen, activate reconnaissance mode," Peter says softly, and the words that go with their moving lips start to filter in over his earpiece.

"-to do better than that, Doctor!"

"I'm sorry, Mr. Thompson…" The doctor says softly, making a point to keep her voice low. She pointedly looks at Flash, who is staring at the two of them, looking more than a little uneasy. From the side, Flash's mom says "Harrison", in a sort of pleading voice.

"…Let's talk outside," The doctor offers, her lips pressing in to sympathetic line.

The father and the doctor walk out of the room, just beyond the door, as Flash's mom stays and whispers reassuring words to her son. Peter squirms a little from his place on the window, feeling uncomfortable viewing a moment that he is obviously not meant to see. From Peter's angle, he can't get a view of Flash's dad anymore. Just the doctor's face at a profile. She looks tired.

"… _Look, sir,_ I know this is a terribly frustrating time for you-"

"Cut the shit, I don't need to be talked down. Just give me the facts."

There's a heavy sigh, and the Doctor stares at her feet for a moment. It's not in weakness, Peter can tell she's trying not to slap the guy in the face. Well, at least Peter knows where Flash gets it from.

"We've ran every test we can think of. And while there's obviously something behind this…this…" The doctor doesn't seem to be able to put a word to whatever she's trying to describe, "There isn't an explainable cause. The symptoms are a lot like exposure to some sort of hazardous material, I just can't tell you _what_."

"That's not good enough-"

"I _Know_ ," The doctor says, cutting off Flash's father. "I'm as frustrated as you. I have two other cases exactly like this right now, and I promise you, I will not stop working on this until I find an answer, but you have to calm down. Frankly, sir, you're stressing your son out, and you're wasting time you may regret wasting later."

There's a pause.

"…What are you saying?"

There's a grim expression on the doctor's face. "I'm saying…His condition is progressing slowly, but it _is_ progressing. Right now he isn't in any immediate danger, but if we can't get ahead of whatever this is…"

"That's enough, Karen," Peter says, as he climbs away from the window, catching one last glance of Flash before he situates himself above, in a section of glass that is dark that he can't see through. He stares down towards the street for a few minutes, not knowing what to say against the silence on the other end of the line.

"… _Holy shit…"_ Michelle's voice finally says. Peter can swear he can hear a bit of a shake.

~~

 _"Should we visit him? We should visit him, right?_ " Ned asks over the comms, as Peter lands back on the school grounds. He takes a moment to steady himself, feeling a little off kilter after hearing all that stuff back at the hospital. The buzzing is back, low, but steady, and Peter tries hard to will it away. Panic attack, maybe this is a panic attack, he thinks vaguely, recalling health class and the section on mental stress, how some people felt a "tingling" through their body, when experiencing a panic attack. Only this tingling is just in his skull.

"Why?" He asks, sounding slightly distracted, as he pulls the body portion of his suit off and changes on the roof of the smaller auditorium. He stuffs the suit down in his school backpack and leaves the web pack to dissolve on the gravel. Popping open the roof hatch, Peter crawls inside, letting himself down on a webline instead of climbing down the walls. He doesn't feel like being upside down right now.

" _Because he's…"_

"He's not dying," Peter says, a frown etched deep in to his lips. His inner monologue supplies what his mouth refuses to. _At least…not yet._

" _I still think we should visit him_. _I mean, he sucks, but he looked pretty scared. If I didn't feel so bad I'd use it to make fun of him later. That and, well, we're not supposed to know since-"_

Peter hangs up as he pulls off the mask and stuffs it in his pocket, strolling across the auditorium in to the computer lab. Ned is finishing up his sentence, and turns to see him. He looks pretty wrecked, and Peter can't blame him. Hearing a doctor tell one of their classmate's parents he might die wasn't exactly something they were all ready to hear. Peter hates Flash but…he doesn't hate him _that much_.

"…Okay, we can visit him this weekend maybe?" Peter relents, his defenses weakened against Ned's puppy-dog stare. The teenager can't do it tomorrow night, he's got to meet Matt. And Friday, he's going upstate again, hopefully. Mr. Stark hadn't contacted him since the last time, but he's probably busy. He seemed _stressed_ the previous week, so Peter hadn't tried to bug him. Still, he'd have to text the man on Friday if he hadn't said anything by then, make sure the Peter was still welcome. "Saturday evening?"

Ned nods. "Yeah, that'd be cool. Maybe we could get the whole Decathlon team to go or something."

Peter smiles at Ned. "That would probably be great. Michelle can text everyone and-…where is she?"

"Oh, she said she went to go get some water. I think maybe she just said that so she could, ya know, process? Maybe? I don't know." Ned bites his lower lip as he sits back on his chair.

"Did she seem upset?" Peter asks, concern starting to bubble up in his head.

"Not really, but I mean, she never seems _anything_ , and _I_ was freaked out so-"

Peter glances down the hall, and nods slowly. "I'm gonna go check on her." He says awkwardly, making two fists, and spinning them around one another before pointing lamely down the hall.

As he turns to go, Ned stops him. "Hey, man."

Peter turns back. "Yeah?"

Despite having been the one who called him, Ned hesitates before he says his next sentence. He looks a little embarrassed by what he's going to say, but his friend pushes through anyways. "…How come you told MJ what was going on, but not me?"

Oh.

Peter bites his lip. "Ned-…"

"Dude, I saw that, in the cafeteria. You told her something."

"I just-…Look, like I said, I was having nightmares. And-…when I apologized to Michelle for keeping her out of the loop she kinda cornered me so I…told her everything. And that's all it is, Ned, it's just nightmares. About…the Daredevil thing. And I felt stupid about not being able to get over it. So last night, I had a really bad one, and I texted MJ and talked to her about it. That's it."

Ned furrows his brow slightly. After a moment, he says, softly, "Do you feel like…you can't level with me like that or something?"

"What? I-" Peter stops himself a little, and thinks about that. Did he feel like he couldn't talk to Ned about stuff like that? They're friendship was an inseparable one, but Peter-…well, he hadn't really brought up stuff like that. Neither of them did, with the exception of girl problems and the occasional "I'm so stressed because of school" lament.

Then again, Peter didn't talk about _heavy_ things with _anyone_. Except Ben and May. And now only May…

"…Cause I can handle it, dude. I know you didn't want to talk about…" He hesitates again, "…About your uncle, but I thought that's because you just didn't want to talk about it, not because you didn't want to talk about it with _me_."

"No- no, no, no, Ned-…" Peter reaches up and runs his hand through his hair. "No, it's not because of you. You were right, I _didn't_ talk to anyone about that, and before MJ talked to me about this it just seemed…well…" He shrugs, glancing off to the side. "Stupid."

Ned knits his eyebrows together, and looks at him a little incredulously. "You almost _died_. That's not stupid." He throws his hands up. "Those ninjas like, _cut people clean in two_. I thought that was only possible in the movies."

"…Yeah…me too," Peter exhales. "I'm sorry I brushed you off. Are we good?"

Ned sighs, a long drawn-out sigh. "I gueeeesss…"

"…Yeah?"

"You gotta tell me all about these trippy, ninja dreams."

"Okay, just-not now…" Peter says. "I'm kinda done with all the heavy stuff for today."

"Ditto," Ned agrees sympathetically. "Just so you know…I had a couple nightmares too."

Peter blinks. "…You did?"

"Yeah, dude, I had a dream that- well, I mean, we can commiserate together over ice cream after we see Flash or something, how about that. Just dedicate the whole day to depressing stuff."

Peter chuckles a little. "Yeah, that…I mean it doesn't sound great, but it sounds good."

"Looking forward to it."

Peter finds himself walking down the hallway after that, in search of Michelle, feeling a little guilty. But it wasn't like he was keeping some big, grand secret from everyone. His friends were just, _apparently_ , really invested in the goings-on of his life. It _should_ be nice, but Peter was never someone who experienced that in friends, not until Ned. He'd learned to bottle everything up. It was hard to break the habit of dealing with his problems on his own. It didn't help that his problems extended in to the lives of his classmates.

Finally knowing how Flash is doing does nothing to ease his feeling of anxiety. If anything, it just makes it ten times worse. Something poisoned him, or hurt him, and nobody knows _what_. It eats at him, that feeling. Knowing that he can't do anything. Even as Spider-Man, he would have no idea where to start. Search the school? And was it even the school that had caused this? The doctor said that she had two other cases that looked the same. Who were the two other people? Were they Mr. Myers and Benjamin? Jason? Sally? Or were they unrelated people? Was there something going on here? Or was Peter just looking too much in to it?

Peter closes his eyes, his head pounding hard. The buzzing is louder, kind of a little overwhelming. He wants to curse at the dim overhead lights of the hallway. Only every other one is lit, a setting reserved for the overnight hours, but it's still enough to drive him a little crazy. Stupid, buzzing fluorescents.

Peter finds Michelle around the corner, leaning in to the wall, drinking from a water fountain, like she had said. Only, she had been gone way too long to have been doing that this whole time, so Peter figured Ned was right. She was processing, in whatever way she did when she was alone and there was nobody else to see.

"…Hi…" Peter says, and his voice comes out a little strained, which he doesn't mean to do. He notices that he's starting to feel a little lightheaded.

Mj pauses, looking up from the drinking fountain. She draws the back of her hand across her mouth, looking a little surprised to see Peter, and nods. "Hey."

"You were gone a while, and uh…I don't know, I just wanted to…check up on you?" Peter asks, not knowing exactly how to approach the situation. He moves a little towards the wall, leaning up against the nearest thing there is, which happens to be a door.

Michelle looks slightly amused, and echoes back what Peter had said to her yesterday afternoon. "Awww, are you worried?"

Peter rolls his eyes, then closes them, because the dizziness that accompanies the action is _awful_. "No. Just making sure you're…" He shrugs. "You know, with Flash."

Michelle nods slightly. "He's a dickwad." She says resolutely. "But to think…it just _sucks_ , you know?"

Peter bites his lip. "Yeah…"

"I mean, I don't want to have to find another Decathlon member," She tries to joke, but it falls flat to Peter and he can tell it falls flat to her own ears as well. She glances off to the side. "That sounded less shitty in my head."

"Making bad jokes in tense situations is basically the lifestyle I live by so I won't hold it against…you." Peter says, dipping his head slightly, rubbing at his temples.

Michelle finally seems to pick up on his discomfort, or, perhaps, maybe she always knew but was ignoring it due to, well, _Peter's_ attempts to ignore it. "…Peter."

"…It's just the light," Peter says in response, knowing what she is addressing. He turns in to the wall a little bit, feeling suddenly very nauseous. It's like he can hear _everything_ , the water running through the pipes, the electricity, the weird echoes of their shuffling in the halls, and this buzzing, or ringing, pulling him in every direction…down…down, down…

"-o back to Ned so we-" MJ's voice cuts in and out, sounding less like her voice and more like an echo and Peter barely registers nodding and starting to walk with her, feeling the pressure of fingers wrapped around his bicep. His vision starts to tunnel, and the buzzing, the lights, the water, the sounds, sort of warp in his head, like hearing the sound in reverse, not unlike watching a wheel spin so fast that it starts to look as though it's turning backwards. The pinhole of a hallway he can still see starts to tilt, and Peter feels weirdly like he's in a fun house, and leans to turn with it-

-the next second he's on the ground, having taken Michelle with him.

She turns and grunts a little as she squirms out from under him, and Peter distantly feels a little guilty as she rolls him on to his back. His hands slowly, shakily, come up to cover his eyes. He tries really hard not to throw up.

"-ter? _Peter,"_ MJ is demanding, shaking him gently on the shoulder. She's very close, so close, Peter can feel when she turns her body down the hall. " _NED!!!"_

 _"-Hnng, God, pleasedon't,"_ Peter groans, squinting his eyes shut and letting his hands fly to his ears.

"What?" Michelle asks. Peter shakes his head slightly lightly in response. He says something, or at least, _he thinks_ he does, until she continues, " _Peter_ , you've gotta tell me what's happening to you. Tell me what you're feeling."

Peter hears footsteps coming from the other end of the hallway, hurried. The echo reverberates through the halls and he can feel it in his teeth. "… _loud."_

Michelle doesn't say anything after that, but soon enough Ned's voice drifts in like a panic.

" _Oh my God. What happened? He's sick too, right? I knew it-"_

"Ned shut up," Michelle says in a hushed voice.

"But-"

"Ned, _lower your voice,_ " Michelle commands this time, and Ned immediately lets out a "sorry" in a whisper.

Peter's curled up on his side, he's pretty sure. He doesn't know. He feels weird and disjointed, like he's only kind of there and everything around him is this foggy, tingly space. Mostly in his head. He would definitely be okay with passing out right about now, if only for the _silence_. He lets out a small, involuntary moan.

"…Should we call an ambulance?" Ned asks even more softly.

Peter opens his eyes at that, glancing back at Ned and Michelle. _Both_ of them are bent over him, staring down with wide eyes. Even Michelle has abandoned her usual guarded look that she wore the entire time they were dealing with Daredevil (with minor exceptions). She _looks completely freaked now_ , and Ned looks distraught, tears welling up in his eyes. Peter must look pretty bad, he realizes.

"No," He manages. "No ambulances, no hospitals. Just-…hang on…"

He tries to get a grip, really tries. He tries to breathe, to calm down, to do _anything_. It doesn't really work, not with the intensity of the headache, but the dizziness, the nausea, seems like it's on a wave cycle. It's starting to come down. He relaxes just a bit.

Michelle seems to pick up on whatever window of time they have before it could possibly get worse, and leans forward. "Can you sit up?"

Peter hesitates, before nodding.

Ned and Michelle both reach down and pull Peter up slowly by the armpits, holding him steady as he rocks a little, breathing a little heavy. He swallows thickly, waiting for the new wave of nausea righting himself has caused to lessen.

"Maybe some water-" Ned starts.

"No, I'm okay," Peter says softly, breathing in shakily. It takes him a moment to realize MJ is rubbing smooth circles in to his back, providing sensory stimulation somewhere _other_ than what he's currently being assaulted with. He focuses on that, the rhythmic motion of the pressure on his back, like a figure-eight.

It helps.

Ned seems to be calming down some, because after a moment, instead of Michelle suggesting an action, Ned says, "Okay, let's…try to stand him up, and get him back to the computer lab. That way we're less likely to be caught by a janitor or something. And then, if he can't make it back there at least, we know…-we know we gotta call someone."

"Agreed," Michelle says, so low Peter's sure Ned could probably barely hear her, but it sounds like shouting to his sensitive ears. "You get all that, Peter?"

"I'm okay," Peter answers, hoping that they don't decide to call someone. He doesn't want to try to stop them right now.

"Uh-huh. That's why you're on the floor. C'mon, let's go. Plant those feet, Parker," Michelle answers. She stops rubbing circles in his back and instead grabs him under the arm with both of her own. Ned does the same on the other side. "Ready…1, 2, 3."

Peter gets his feet under him as Ned and Michelle pull him up, taking a moment to steady himself. Not that either of them would have let him fall, they have an iron death grip on his arms.

After a moment, Peter takes a tentative step forward, and the three of them make their way back to the computer lab at an agonizingly-slow pace. Peter sighs when they finally lower him to a chair, putting his head in his hands, and accepting a Gatorade from Ned's backpack only after his friend insists for the third time. Both Ned and Michelle watch wordlessly as he unscrews the cap and holds it up to his lips.

He's cringing against the liquid (orange, bleh), having finished about half the bottle and feeling somewhat alive again, when Michelle finally says, "I…think we can safely say that whatever is happening to you _isn't_ because of the nightmares."

Peter sets the bottle down on the table and hesitates for a moment, before nodding. "…Yeah…"

"Did that ever happen when you were, you know, when you first got bit?" Ned asks, a little bit of hope in his voice.

Peter shakes his head a little. "Maybe…maybe in the hospital, I was so sick those couple of days, I don't remember much, but after? No…I mean I've gotten migraines, it's gotten overwhelming, but never like that."

Ned glances nervously at Michelle, who looks at Peter with a bit of trepidation. "…Maybe…maybe you _are_ sick, with whatever Flash has. And presumably the others."

Peter takes another sip of Gatorade, and shakes his head. "That doesn't make any sense. The symptoms don't seem the same, Flash was sweaty and had a fever and he gradually got worse, you heard the doctor. I only have headaches. And sometimes I feel completely fine."

"Yeah, but you're different. You've got, suped up healing or whatever," Ned says, and Michelle tilts her head and raises her eyebrows as if to say, "he's got a point".

"I don't know…" Peter says softly, glancing down. "I don't… _get sick_ anymore."

"But this isn't sickness, this is exposure," Michelle counters. "That doctor said Flash was exposed to something hazardous, you may not get the flu anymore but that doesn't mean you are immune to other things. I mean…the timing is right…"

"Or, maybe you're like…mutating again…" Ned says softly, staring off in to space.

"Huh?" Peter asks, narrowing his eyes with a disbelieving tone.

"You said the only other time you felt like this was when you were in the hospital. When you got bit. I dunno! You said you weren't sick so I'm just throwing more stuff out there." Ned says, shrugging.

"…Have you ever been to a doctor? As in…a doctor who knows about all this stuff?" Michelle asks.

Peter shakes his head slowly. "No…I mean, I looked at my own blood and DNA and compared it to a sample from before, but…aside from that…"

"Maybe you should." Michelle suggests, to which Peter shakes his head.

"And who would I even go to?"

"Mr. Stark?" Ned says/asks, as if it is obvious. "He runs a super hero team. He's gotta have doctors who specialize in that sort of thing.

"No," Peter says instantly.

"What?"

" _No._ If I tell him, he'll probably take my suit away or _tell my Aunt_ and I can't make her worry like that…"

"Yeah, but-"

 _"No, Ned,_ " Peter says again, this time leaving no room for argument. Ned frowns, glaring at Peter, who keeps eye contact with him. They stare at each other for a long time.

"Alright, then," Michelle finally says, breaking the staring match as she reaches over and grabs her stuff. She starts putting things in her bag, and Ned and Peter finally let their gaze drift over to her. "I guess we're done."

"What?" Ned asks, a little forcefully.

Michelle turns to give him a level stare, before glancing at Peter. "We're done with the stakeout. And Peter's not going to listen to us, so I don't see the point in us all staying an arguing about it."

"But-"

"He's a big kid, he can do whatever the Hell he wants," she replies, holding Peter's gaze. Peter holds his ground for a few moments,  glaring back at her.

Then Peter's eyes fall to his shoes. Guilt finds its way to his chest and blooms there. He can tell she's mad, and can tell Ned is mad. But there's nothing to be done about it. Peter isn't going to tell May.

And he definitely isn't going to tell Mr. Stark.

**Notes for the Chapter:**

> I have nothing fancy to say about this chapter? It was waaaay longer, but then I realized it probably makes more sense ending where it does. I also have to re-write MOST of the next chapter to accommodate for the changes I ended up making to this story...so we shall see when I get that out. My family is coming in to town the next couple of days..., I have a wedding to go to an a trip to a theme park with friends so that Jan 2nd goal feels really scary right now.  
> To those of you who celebrate stuff around this time, Happy Holidays! :D
> 
> Feel free to tumblr meeeeee, username iustuscadens.


	4. Four

**Notes for the Chapter:**

> Pretty sure that Jan 2nd goal for finishing this isn't happening. But one can dream.   
> This is a shorter chapter. I had to re-write most of it. Also, this and chapter 5 were originally one chapter...but it totaled 14k words, so I felt it best to split them up. 
> 
> Not a lot of 'events' happen in this chapter. Sorrrrryyyyyyyy. The plot kinda starts kicking in to gear in the next couple chapters.
> 
> This chapter, and all chapters, are not beta'd.

Another student is missing from Peter's first period class on Thursday.

Peter fidgets through most of the period, finding it difficult to concentrate. His thoughts keep drifting between the empty chairs surrounding him, Mr. Toomes' former co-workers/thugs, and the stony look he'd received from his friends the night before. That, and the terrible ache in his head that had followed him all through the night and into this morning. Only now, there was that annoying, tingling humming to go with it.

Ned doesn't meet him at the usual spot they tend to share before walking to second period together, so Peter travels alone. When he finally arrives in chemistry, close to the toll of the tardy bell, he sees Ned and MJ huddled together over at her desk, talking to one another.

Peter finds his way to his seat and doesn't greet them.

He is moody, quiet, and buries his head through most of his classes, a pattern that is unlike him apparently, because several teachers approach him throughout the day, asking if he is alright. Including Mr. Harrington.

"There seems to be something going around, I don't want you here if you're feeling unwell, Peter," He says sympathetically. Peter lies it away, chalking up the sluggish movement and light sensitivity to new contact lenses, and having a migraine while he gets adjusted to them. It seems to work.

Lunch is awkward. There's a tension in the air with Peter's obvious misery, and Ned and Michelle's obvious frustration. Nobody really talks to one another. When they do, it's mostly Ned talking to MJ, who answers in her signature vague and non-committal replies. Peter can see from the corner of his eyes that she is still researching articles on her phone, but he doesn't have the motivation to break the awkward silence and ask what she's come up with.

He spends the rest of the day avoiding everyone, and even considers cancelling on Matt. However, he has never done that before, and doesn't know what the man would say. He has a feeling Matt would be understanding, but at the same time, the older vigilante seems to value commitment and diligence above everything else. Peter feels like cancelling after already taking a break the previous week would not only be suspicious, but also would be letting him down…

So Peter doesn't go home that day, instead waiting around on rooftops in his suit and popping half a bottle of acetaminophen. He manages to stop a mugger, and half-heartedly jumps down to the street level to entertain some kids who are begging him to come say 'hello', but otherwise mostly avoids doing too much that afternoon. When the sun finally sets, he throws on his gym clothes and heads for Hell's Kitchen.

Of course, he doesn't get two steps in to Fogwell's Gym before Matt knows something is up. Most days it fascinates and amazes Peter, but today it is extremely frustrating.

"…Are you okay?" Matt asks, tilting his head and furrowing his brow. Peter stops dead in the threshold between the locker room and the main ring, and sighs.

He's _so exhausted_ , his head feels like it's in a blender and he can't even begin to think of a suitable lie. Even if he did, the chances of Matt falling for it were nearly zero. "…Uh…"

"You're carrying yourself different today. You're slower, you're hunched in on yourself," Matt supplies, turning to face Peter fully. The lawyer folds his arms over his chest. "You're twitchy, too, and your heart rate is higher. More…" he tilts his head from side to side, as if trying to find the right word. "…Fluttery."

Not wanting to admit it, but also curious as to what Matt thinks, Peter jokes, "So…what's your prognosis, Doc?"

Matt doesn't take it as a joke. "Your voice is also slightly strained. Not as articulate. I'd say you're tired, _very_ tired. The tension in your limbs suggests pain, or anxiety, maybe both. But I can't smell any blood, disinfectants, or balms. I'd say you're sick, but you don't _smell_ sick."

Peter scrunches up his nose. "People _smell_ sick?"

Matt nods, grimacing slightly. " _Oh_ yeah."

"That's…disgusting."

"You're not wrong," Matt says, chuckling, before taking a step towards Peter. "People have all sorts of smells, depending on how they're feeling. What chemicals they expel."

"Again, gross."

"Yeah, but also helpful. If you can detect it. Took me a while to be able to discern it all, but now I can tell a lot about a person based on smell. And you," Matt points in Peter's general direction. "You smell like distress."

It takes a couple of seconds for what Matt says to sink in, but when it does, Peter feels a sort of ray of hope. "But not sick."

Matt's frown deepens. "Not that I can tell. It isn't a _fullproof_ thing though."

Despite this warning, Peter feels a profound sense of relief. Flash was _obviously sick_. He was sweating, he had smelled even to _Peter_. So he _must_ not have whatever the Hell was going around the school.

"Why, did you think you were sick?" Matt asks, and Peter grits his teeth. _No,_ he didn't think he was sick, not really, but that statement came with a big, fat asterisk.

Unable to lie, unwilling to tell the truth, Peter stands in limbo for a few moments, while Matt patiently waits for him to answer. But Peter, for the life of him, doesn't know what to say. He avoids Matt's indirect gaze, knowing it won't do any good in hiding from him, but it makes Peter feel a little less on display anyways.

Matt senses Peter's discomfort, he must, because he sighs and drops his hands to his sides, letting his head fall back. He mutters something Peter isn't privy to, directed towards the sky. Then, a small chuckle escapes the older man's lips.

"…What?" Peter asks, unable to stop himself.

"Oh- I just. Well," Matt turns back to face Peter, his hands going to his hips as he shakes his head. He's smirking at Peter, which seems an odd expression considering the circumstances. "I think I'm starting to understand why Foggy and Karen are always so pissed at me."

"Who are they?" Peter asks, as Matt walks back towards the bench.

"Friends." Matt begins to carefully place his equipment back in to his bag, an action that is not lost on Peter. He deflates at the realization that they will not be having their training session again. Not that his body is complaining, but Matt obviously believes that Peter can't handle it. A familiar feeling of bitterness starts to claw its way up the back of Peter's throat and causes him to stare at the ground, gritting his teeth.

Matt is feeling around in his bag, and finally pulls out what looks like a bundle of poles wrapped up in a small, black band. Peter recognizes the white cane as Matt clutches it, still bundled, in his hand and slings the duffle up on to his shoulder. He walks towards Peter, only stopping when he gets to the younger man's side. After a short pause, he then taps him gently with his elbow.

"Psst. Kid. Follow me."

"Huh?" Peter asks, turning towards Matt with a cocked eyebrow.

"This way," Matt replies simply. "Also, it helps the illusion if I borrow your arm."

Peter blinks, before glancing down at Matt's arm, the one he's holding out expectantly. It takes Peter a couple of seconds to understand what Matt means, before he lets out a small "oh" and extends his arm, which Matt takes just above the elbow. The man grins at the obviously awkward, stiff posture of the boy, as together, they head towards the door of Fogwell's gym.

As soon as the enclosure of the gym, and are exposed to the public eye once again, everything about Matt changes. His posture becomes a little more cautious, his head tilts up. He walks as if he's searching with his body, not unsure. Rather…the only way Peter could describe it would be 'assessing'. It's a very different way of moving than when he was previously in the gym.

To the outsider, it would look like Peter is leading Matt. The older man stays to the side and half a step behind Peter the entire time, but in reality it's the other way around. Matt uses his grip on Peter's arm to steer the young hero to the right once they get to the end of the road.

"So…if we aren't training, what are we doing?" Peter finally asks, glancing towards Matt.

"Who said we aren't training?" Matt asks, grinning as they walk.

"We are?"

"In a sense."

"That's _vague_ ," Peter rolls his eyes as he walks down the streets of Hell's kitchen, glancing around at the buildings as they pass them. To be honest, he hadn't been to this part of town very often. And as Spider-Man, he was mostly off the street level.

"Go left at the next intersection," Matt replies, instead of providing Peter a straight answer. Peter huffs in frustration, but heeds the man's directions, turning left when they finally hit the corner of the block. Matt follows silently, adjusting to Peter's movements with the practiced illusion of uncertainty.

It occurs to Peter that Matt's secret identity must be frustrating at times. Peter finds himself inconvenienced having to keep a secret, pretending to be someone he isn't, but it must be a whole other level for Matt.

They walk in silence together for a couple of blocks, Peter turning when Matt tells him, until they finally arrive at an old, brick building. Matt directs Peter through the door and up the dilapidated stairs to an apartment and a scratched-up door. When they reach the landing, Matt lets go of Peter's arm and fishes around his duffle to stuff his cane, then pulls out a set of keys. He puts a silver key in the lock and turns, opening the door and ushering Peter inside.

"I've been told it's dark," Matt says, as Peter walks in to the small hallway, which seems to open up in to a larger space. "But honestly, I don't see the point in investing in lighting."

Peter stares at Matt as the man walks forward, once again, his posture changing back to what Peter was used to in the gym. "You want some water?"

"…This…" Peter tentatively walks forward, peering out around the corner of the hallway, and in to a huge, open-concept living area, and a plexiglass, warehouse-style door that leads to what he can only assume is the bedroom. "…is your place?"

"Too drab?" Matt asks with a chuckle, as he walks in to the kitchen and opens the fridge. "Water, soda, beer?"

"What?" Peter asks, glancing towards Matt.

"Just kidding, about the beer," Matt amends, before grabbing a can of coca cola and tossing it towards Peter. The teenager catches it easily, but doesn't open it quite yet, for fear of spraying the liquid everywhere.

Matt himself grabs a beer from the fridge before closing the door, then walks halfway in to the living room, stopping only to pop the cap from the bottle and place it on the small, round dining table.

"It's not too drab," Peter clarifies, glancing around the apartment. "But…uhm… _why?"_

"Why bring you here?" Matt takes a long sip from the bottle and swallows, then shrugs. "For training." He reaches his arm forward, palm up, gesturing for Peter to sit.

The young hero does so, picking out one of the single-person chairs across from the larger, leather couch. He traces the aluminum lip of the soda can. "What kind of training?"

"The kind I never got," Matt admits, as he walks forward. He circles the leather couch, stepping between the coffee table and the seats, before settling down, resting against the backrest. He looks relaxed. It's _weird_. It doesn't feel natural in how natural it looks. Peter wonders if Matt is doing part of it for his benefit. Or perhaps Peter just doesn't know the man that way. At least, he didn't.

Peter doesn't answer, instead glances around at the apartment and wonders what kind of training involves coming to Daredevil's civilian home. If it even _is_ his civilian home. Perhaps this is just his Daredevil _cave_ or something. Maybe Matt has a whole other apartment somewhere. The teenager then starts wondering if maybe he's about to go through some strange ritual or crazy psychological exam. There are plenty of those in movies, after all…

"Your soda's fine now," Matt replies, and Peter glances down to his coke, before grabbing the tab and cracking open the lid. Sure enough, the can doesn't fizz over, and Peter brings the drink to his lips, basking in the sweet taste and the burning feeling down his throat and nose.

Matt takes another pull from his beer, then sets the bottle on the coffee table, leaning forward only as far as he has to. He folds his arms casually and tilts his head towards Peter.

"Do you play chess?" He asks, after a moment.

That's an odd question, Peter thinks, but decides to answer honestly. "Uh, I know how. Do you?"

Matt nods once, then leans forward and to the side, towards the end of the table. There is, in fact, a folded chess board there that Matt pulls over. The older man carefully grips the ends of the wooden frame and erects the board in the center of the table between them.

Peter notices right away the board is slightly different than what he is used to. For one thing, the board itself is not a flat surface, but instead, every black square is raised, while every white square is indented below the border. In addition, each square has a small divot in the center.

"White or black?" Matt asks, next pulling a small box from the corner of the table.

"Is this a lesson?" Peter inspects the board carefully, then glances up at Matt's face for any indication of an answer. Matt remains quiet, gesturing towards the box that he has opened, revealing the white and black chess pieces, separated by a divider in the middle. Sensing that Peter isn't going to be given an answer any time soon, he presses his lips together. "Black."

Matt reaches in to the box and feels one of the white pieces, fingers quickly swiping over the top, before flipping the box around so that the black pieces are facing towards the teenager, and placing it next to the board. Peter takes a handful of pieces, examining them. The tops of the black pieces have an extra point on each other them that the white are missing. The bottoms of each piece, black and white, have a small peg protruding from them. Peter glances back to the board.

Matt has one hand on the board and another picks up a piece, feeling its shape while his fingers trace out the spaces. Then, he works quickly, placing each piece in its appropriate space, connecting the peg to the hole. Peter follows suit, and soon their board is laid out.

"Why black?" Matt asks.

Peter shrugs and replies, "I like seeing the first move."

"Me too." Matt tilts his head and assesses the board. Perhaps, assesses _Peter_. Who knows. Peter is still not one hundred percent sure how the man's powers work.

"Do you want to switch?" Peter asks, when Matt doesn't move.

"No, no, just creating my strategy," Matt says softly, and the statement weirds Peter out.

"Are you reading my mind or something?"

"Not your mind."

"Creepy."

"Foggy says the same thing," Matt responds easily, as he reaches forward and brushes his fingers over his pieces. He eventually moves one of his pawns forward. "Do you play often?"

"I used to, with my Uncle." Peter decides to match Matt's move. "Uh…so do I…tell you what move I made, or-?"

"Nah." Matt's tone is a lot more casual here, and while perhaps it should put Peter at ease, instead it, and the impromptu chess game, serves to make him feel more on edge. What is the point of all this?

"To tell you the truth, I don't have to even do this," Matt says as he reaches forward, running his hands over Peter's side of the board. Suddenly Peter understands the purpose of the pegs is to keep the pieces in place, and despite feeling on edge, he has to admit, this is _really_ cool. "But it requires more concentration than I feel like putting in to it." The older man clicks his tongue in thought for a moment, smirking when his fingers brush Peter's pawn, then leans back, and moves another one of his own pieces out.

"So…your senses aren't just… _on_ all the time?" Peter asks, his curiosity getting the better of him.

Matt shakes his head. "I have to concentrate. Granted, it didn't used to be like that. There was a point and time where everything came in unfiltered. I had to train myself to control it, until it became second-nature. Before that, it was almost unbearable."

Peter glances down at the board, the ache in his head nearly gone, thanks to the half bottle of pills he'd chugged, but still present. Lingering. A reminder. He makes his next move.

"Who did _you_ play with?"

"The Father. Father Lantom, that is," Matt clarifies. "When he had time. He's a priest at the church where I grew up." Matt furrows his brow when he feels Peter's move, takes a moment to think, then makes his own.

They go back and forth like this for a while, each taking their time with each move. Matt is considerably better at chess than Peter. Peter's smart, but he's rusty. He stopped playing after the passing of his uncle, and to be fair, he had been doing a lot less thinking and a lot more spontaneous-acting ever since he became Spider-Man. Plus, he is tired…not quite able to completely focus on the game given recent events…and everything on his mind.

Chess is usually silent, or at least, it was when Peter and his Uncle played, but Matt talks when he plays. This is not something Peter expected, as Matt seems like such a serious person. But he does, he keeps sparking up another conversation when whatever topic they were on dies down, and Peter finds himself starting to focus less and less on the outside world, his apartment back home, the issues at school and Flash in his hospital bed. It occurs to Peter that perhaps this was the point. Matt had, after all, sensed Peter's discomfort as soon as he had walked through the door of the gym.

When the older man eventually wins, Peter can't take it anymore.

"What's the training you never got?" He asks.

Matt pauses in pulling his pieces from their spots on the board.

"How to live the life," Matt answers, after a moment.

Peter looks at the board and tries to apply whatever they are doing to "the job". "So is this some metaphor, then? Life's a game of Chess? Know your enemy? Always plan ten moves ahead? That sort of thing?"

Matt snorts, placing his pieces back in to their respective part of the holding box. "No, this?" He gestures in the vague direction of the chess board. "This was just a game of chess."

"Okaaaaay."

As Peter finishes placing his own pieces back in the container, Matt folds up the board and sets it to the side. "I was taught how to do the job. Just not how to live the life."

As he closes the box and places it next to the chess board at the end of the table, Peter has to admit that he doesn't get it. "I don't get it."

At this, Matt leans forward, "Did I ever tell you how I learned to do what I do?"

Peter slowly shakes his head.

Matt presses his lips together, then hangs his head slightly, elbows resting on his knees. There's a silence between the two of them that feels rather important. In that silence there is conveyed…a _history_ of some sort. A history that wasn't necessarily pleasant. Matt lifts his head again, but only to half the height it was prior.

"His name was Stick," Matt says, "He showed up, one day, out of nowhere, plucked me out of the orphanage and decided to take me under his wing. At the time, I, being naïve, thought it was because he wanted to help me. Hell, maybe a small part of him did-- anyways.

"He taught me how to use my gifts. Like I said, at the time, they had become overwhelming and I was struggling to control them. But Stick showed me how. Stick taught me to perceive things others couldn't. He taught me how to control my mind, then my body. And then…" Matt's expression darkens. "…He taught me how to use both to defeat my enemies."

Peter blinks at Matt, a question bubbling to the surface of his lips. "How old were you?"

"About ten," Matt replies. He continues as Peter recovers from that particular answer. Ten years old? Damn. _Damn._ "Stick was a successful mentor in many ways, except for one."

Peter's grip on the soda can tightens as Matt says, "He was never there for me. Not when it counted.

"Stick believed that in order to be a true warrior, in order to live this life, you had to cast away all distractions, and all emotional ties. No such thing as an emotional toll if you don't care about a damn thing. Well, I wasn't willing to live my life that way, and when I challenged it, when I showed Stick what he had grown to mean to me, he left. I never forgave him. I probably never will."

"…Is this about Mr. Stark?" Peter asks, glancing back up at Matt, who immediately shakes his head.

"No," Matt scoots forward slightly, re-adjusting himself on the couch. "This is about you."

Peter bites his lower lip. "…Me?"

Matt nods. "After he left, I followed Stick's method for a long time. I kept my secret from everyone. I pushed people away. Kept them at arms' length. It took me a long time, and I am still working on it, but I eventually came to realize that Stick was wrong. Being in this life is not easier when you are alone. It doesn't keep the hard moments from being hard, or the nightmares at bay."

Peter pauses at that, staring at Matt as the man stays facing Peter.

"Anyways, the point is, I'm on your side. As Matt, not just Daredevil."

The teenager gives that some real thought, in the wake of Matt's small speech, or lesson, and is reminded of a couple days prior, talking to Michelle on the cold asphalt in the passing period between lunch and class. A spike of guilt hits his chest thinking about his friends, and how they had spent the entire day avoiding each other, all because Peter wasn't willing to truly level with them, or anybody for that matter. Peter remembers Michelle's advice.

"Matt," Peter starts, clearing his throat. "Do-" He glances down, threading his fingers together anxiously. "Do you really have nightmares? About this job?"

Matt's expression fades slightly, and he presses his lips in to a thin, resigned smile. "All the time."

Though there's no way for them to really share a gaze, the silence in the air feels just as fulfilling as one. There's a comfort in that admission that lifts something from Peter's chest, something he hadn't realized the weight of. It feels like…a door opening, somehow. Peter might not be ready to spill his heart out, but he doesn't feel _stupid_ anymore. Maybe Michelle was right. Maybe he _should_ talk to Matt, or at least-

"Oh boy," Matt's voice suddenly pulls Peter out of his thoughts, and Peter doesn't have time to ask what he's apologizing for before a loud knock sounds at the door.

"One second." Matt is up and walking towards the door, and Peter is leaning in his chair to try to see down the hallway as Matt cracks the door open slightly. "Hey-…uh, this isn't a good time."

"Can I pose a serious question? When is it ever a good time? Don't answer that." The male voice is unfamiliar. Matt is sort of pushed out of the way and makes a disgruntled noise as the door is opened wider. Peter quickly resumes a normal sitting position as he hears a small laugh, this time female, and a couple of sets of footsteps. He can hear Matt sputtering slightly, making up an excuse that the other just barrels right over. "Look man, I get that you're busy with your side job, but Karen and I? We've been in the mood for an _actual_ night of fun for the longest time and you've bailed on every plan since-Uh."

The trio rounds the corner, and the two people Peter has never met lay eyes on him at the same time he lays eyes on them. One is shorter, a little stockier, with broad shoulders and sandy, smoothed-back hair. He's wearing a pea-coat, a scarf, and a rather incredulous expression on his face. The other is a woman, also blonde, tall with long hair, and a face that seems kind, but is now poised with suspicion as she looks back at Matt. The older vigilante sighs.

"Uh. Hey everyone," Peter manages, waving weakly.

"Hi?" The other man asks, as the woman raises an eyebrow. "Hey, Matt: who's the kid?"

Matt's hesitance is palpable and unfortunately, it only serves to make the others more suspicious.

"Peter, this is Foggy Nelson. One of my friends and associates, and Karen Page, a friend, former associate, and rather successful journalist."

"So formal," Karen remarks, turning towards the young hero. "It's nice to meet you, Peter."

"Hey, where's my title?" Foggy asks, spreading out his arms. "Am I not a successful lawyer? Did I not slave away at law school for years?"

"My apologies. Yes, Foggy is a very successful defense lawyer," Matt says, and turns his head slightly towards Peter. "Anyways, Peter is a client of mine. Peter, how much you choose to divulge is up to you. Foggy, as my partner, is held to the same client-attorney privilege as I am, and while Ms. Paige is a journalist, I assure you she abides by the term 'off the record'."

The hidden meaning is not lost on Peter. Although disguised as a lie, the teenager can tell what Matt is saying to him: these are trustworthy people. These are, furthermore, his friends. The friends he had mentioned earlier. Matt's version of the 'holy trinity' as Ned calls himself, Peter, and Michelle. This means that Peter has a decision to make. Though not planned, Matt is choosing to open up his world to Peter. A fifteen year-old kid. For the life of him, he doesn't know why. He's hesitant to tell his secret to these two strangers, but on the other hand: he trusts Matt. It is actually quite alarming when it hits him. He really does trust Matt, to keep his secret. And Ned and Michelle know who Matt is. So if Matt says these are good people, then…

Peter bites his lip, nodding slightly. Then, for good measure, says, "Yeah, that's…that's fine. You can tell them."

Matt smiles just the slightest at Peter, then turns back to the others. "Peter and I just came from… _boxing practice._ "

Karen takes a moment to assess that statement, then her eyes go wide. Her mouth opens a little bit, and a sort of disbelieving stammer comes out. Then, in a hushed voice, "Wait…are you serious?"

"Is that supposed to mean something to me?" Foggy asks.

Karen elbows the other in the shoulder. "Foggy," She mutters, nodding her head towards Peter. " _Boxing practice."_

It takes a moment for Foggy to understand Karen's meaning. When he does, and his eyes widen, he turns his head towards Peter, then to Matt. " _Oh!"_

"There it is." Matt says, shaking his head and going back to the table. He grabs his beer and lifts it to his lips. Matt must have spoken to his friends about taking Spider-Man under his wing, at least in a vague way, for them to make the connection so easily. Peter is glad that Matt kept it vague, apparently, because-…well they definitely look surprised.

"Jesus, Matt," Karen whispers, glancing towards the older man.

Foggy leans back against the dividing wall between the hallway and kitchen, furrowing his brow. Peter is starting to think that perhaps this was a mistake, because Foggy looks a little…well, _angry_.

Matt sighs, bringing his hand back to scratch at the back of his neck. "Foggy-"

"How _old_ is he?"

"Old enough," Peter finds himself saying, and Foggy turns to him. Peter tries to hold his gaze, and manages to succeed, keeping his stare level.

Foggy finally turns back to Matt, as Karen leaves the wall to go grab a beer from the kitchen, her index finger paused between her two lips in either thought, worry, or frustration. Probably all three.

"Old enough," Matt affirms. "He can handle himself, Foggy."

"That's less my concern, I'm thinking of the _legal_ implications," Foggy whisper-yells, "Not to mention the _moral-"_

"Are we gonna do this right now?" Matt asks, raising his eyebrows and flipping his hand with the palm up, a gestural question.

Foggy sighs, raising his arms in defeat. "Alright, alright, you know what? You're right, It's none of my business. I don't want to know."

"So why bring him here, Matt?" Karen asks, not unkind. Curious.

"Training," Matt says, shrugging. "A different kind of training."

"Matt's teaching me about the joys of friendship," Peter says sarcastically, hoping to break up the mood a little. He hears Karen scoff from her place in the kitchen, as Foggy points in the direction of the lawyer.

"Matt's doing that? Matt Murdock? Oh, no, no, no, no," Foggy laments, crossing his hands over each other, then sliding them out to his side in an X motion. "Matt's not qualified to teach you that crap."

Though Peter raises his eyebrows, Matt actually chuckles as Karen comes back with _two_ beers in hand. She passes one to Foggy before situating herself on the couch.

"Really?" She questions coyly, "And how's that working out?"

"We played chess," Peter responds, grinning as Matt opens his mouth to backtrack.

"That wasn't all I had planned!"

"Seriously? That's weak, Murdock." Foggy drags his hand down his face dramatically. "At least bust out the Uno cards."

"Or poker," Karen chastises.

"Poker's no fun with two people," Matt explains.

"Well…" Karen responds, glancing around, "Good thing there's four of us now."

"No, no. Guys, seriously-"

"Eh, too late, looks like we're all playing Poker. Plus, I'm sure Karen wants to wrack the kids' brain to feed her vigilante obsession." Karen merely rolls her eyes, as Foggy finally pushes himself from the wall and leans over towards the brown book case closest to him, his hand hovering over the book case until he finds what he's looking for, a deck of cards.

"Don't worry, that's _not_ going to happen," Karen tells Peter, pointedly staring at Foggy as she says the word 'not'.

"I just have one question:" Foggy plants himself down in the other single-person chair and pulls out the deck of cards. Peter notices the deck looks thicker than a normal one, with the cards not lying as flat as usual. A subtle reflection of light off the top card as Foggy shuffles reveals the raised dots on the top and bottom corners Peter recognizes as braille. "Are those webs real? Like, do they come out of you?"

Matt buries his head in his hands, shaking his head. "I apologize for them."

But Peter just smiles. "I don't mind. This is great."

**Notes for the Chapter:**

> Woot woot! Enter Foggy and Karen! I love them, their relationship with matt, and just everything. 
> 
> **DAREDEVIL SPOILERS**  
> In case you didn't notice, the timeline is intentionally vague for the Daredevil characters. The spot that Season 2 and Defenders left Matt Murdock and the state of Karen/Foggy/Matt's relationship in a big old question mark....so I felt sort of stuck as to where to place this story in the DD timeline. Of course, in the middle of writing this story season 3 came out, the ending of which made much more sense to place the characters, but I was a little stuck at that point, having made The Hand the bad guys of the previous story, and not wanting to jump ahead in Peter's timeline like...8 months and deal with all the fallout from the events of the Defenders. So this DD universe is a Canon Divergent, Netflix-series-based universe. Where everything from Season 1 happened and most of Season 2, but not the Defenders...and somehow magically everyone is friends again despite knowing the secret.*shrugs*  
> **END DAREDEVIL SPOILERS**
> 
> Now I just need a rooftop bash with all six of these guys, both holy trinities. THAT would be fun. Maybe throw in Jessica Jones and Luke Cage. I want to see Michelle and Jessica in a room together, that would be interesting. I feel like Michelle would frustrate the crap out of her. 
> 
> Anyways, tangent right there. I will try to get the next chapter up soon.


	5. Five

**Notes for the Chapter:**

> Longer chapter this time around :D
> 
> The return of Tony Stark! And some more plot stuff.

Peter wakes up Friday morning to a text message from Tony Stark.

_Received T.S {Gotta be in town today for business. Mind making the science date a dinner date instead?}_

Peter blinks sleepily at his phone for a few moments, surprised to see the man's name on the screen. Mr. Stark had been silent this week in the way of communication, and Peter had been starting to wonder if the 'standing lab date' had been revoked. Apparently not. Peter scrunches his face up in an attempt to avoid the imminent arrival of a yawn, before glancing out his window, where he can practically feel the cold air emanating from their old apartment's single-pane glass. He drags the covers over his head and turns on his side with a melodramatic groan.

_Sent {Sure, that’s fine.}_

_Received T.S. {Cool, pick you up from school}_

Peter feels a cool surge of panic, and letting that piece of information float around in the air, he finally pushes himself from bed, dancing feet against the cold floor, and tries to find some clothes that _don’t_ need to be thrown in the wash. Tony Stark has shown up to his school once before, though he had needed Peter for a mission at the time. But this was Mr. Stark picking him up from school for…well, no reason. Other than to hang out.

Peter hadn’t said anything before because he was too _stunned_ to. But now…now he has a little more time to think about the potential consequences of the billionaire showing up at his school. It’s not like anyone would necessarily notice, but then again who is he kidding? _Everyone_ would notice. This wasn’t driving up to get Peter after practice, when the only people on campus were the Science Olympiad team. This was when everyone and their parents would be waiting around in the parking lot.

_Sent {Do you think you could pick me up a couple blocks away from school?}_

_Received {Embarrassed?}_

_Sent {No, just…everyone will be out in the parking lot.}_

When Mr. Stark doesn’t immediately respond, Peter gets a little nervous, thinking maybe…maybe he offended Tony somehow? Is it really that insulting of a request? The _man knows_ Peter is trying to keep a low profile. He sighs, throwing a shirt on that doesn’t smell _too_ bad and anxiously firing off more texts.

_Sent {Not that I would care, you know?}_

_Sent {I just want to avoid people getting suspicious.}_

_Sent {I didn’t mean it in a bad way.}_

_Sent {…Sorry…}_

Peter spends the next five minutes kicking himself as he finds an acceptable pair of jeans and tries to stuff all his books in his backpack.

“You’re gonna be laaaa-aaaate…” Comes his Aunt’s singsong voice as she passes the open door to his room. She’s busy running around the apartment, gathering her things for work. Peter hops on one foot, pulling on his worn tennis shoes.

“I know, I know, I know,” He says, grabbing his backpack and slinging it over his shoulder, once his laces are tied. On his desk, his phone finally vibrates, and Peter is so anxious to read it, he webs the phone to himself instead of walking the five feet it would take to grab it.

_Received T.S. {Relax kid, I was messing with you.}_

_Received T.S. {Two blocks West of the station, k? See you then.}_

 

~~

 

The train ride to school feels shorter than normal today. This probably has to do with the fact that Peter is completely lost in thought for most of it.

There is a lot to think about, in his defense. Mostly anticipation for the dinner he is going to have with Mr. Stark later. It will be the first time that they haven't been brought together for a reason that didn't involve some sort of business or work. Sure, last week didn't involve Spider-Man stuff. But it _did_ involve work. Or rather, a problem Mr. Stark had wanted to work with him.

He tries not to let Matt get in his head. He tries to be genuinely excited about spending time with Mr. Stark. No strings attached, just the two of them _talking._ Because that's what it was, right? That's what all of this was, the workshop hours and the texting and the conversation about the sky…right?

But there's that nagging feeling in the back of his head, asking, why _now_?

It's hard because…the fact is that...Matt was _right_ about Mr. Stark. Over the past couple of weeks, Peter had thought about he and Daredevil's conversation on the stoop in the alley, waiting for Matt's friend Claire to pick up her battered friend. More often than not it just...slipped in to his mind without his permission, over and over again. And the more Peter thought about it, the more he realized how much truth there was to the vigilante's words. In the past, Mr. Stark had only reached out to Peter when he needed him. He had failed to communicate with Peter. And he hadn't actually taught the young hero…well, _anything_. Other than the fact that Peter didn't need his suit (but…hadn't he already _known_ that?). With this realization, the anger that had subsided on the day of the Staten Island Ferry incident slowly started bubbling up again. Had Peter screwed up? Yes. Had Tony listened to him? Yes.

But for as much as Peter had been wrong that day, he had also been right.

Mr. Stark may have listened to him about Mr. Toomes and the Chitauri weapons, but the billionaire hadn't _told_ Peter that _._ From Peter's point of view, Tony had just chastised him, hung up, and flew off. He had kept the teenager out of the loop at every step. How the Hell _was Peter_ supposed to know Mr. Stark had handled the situation? Had called the FBI? How _was Peter_ supposed to know Mr. Stark had done _anything_ when he was only allowed to speak to him through Happy? Not even through Happy most of the time, through Happy's _voicemail._

Mr. Stark had spent all his time telling Peter what not to do, but never once told him what _to_ do. Furthermore, when Peter had made the "mature" choice and decided not to join the Avengers, how was he rewarded?

With silence.

For _months_.

So...what was this newfound practice of reaching out, then? Was Mr. Stark really, suddenly interested in Peter, as a person? Because Peter isn't naive. He knows, he _knows_ , the only thing that brought the two of them together in the first place was Spider-Man. Had Peter never received his powers, and furthermore, had Tony never needed him for Germany, Peter would still be sitting in class like every other kid. The billionaire never would have given him the time of day.

And to be honest, that's the _real_ reason why he's hesitant, that's the _real_ reason why he can't take this sudden change in behavior for what it is. Spider-Man was one thing. But Peter Parker?

Very few people gave a _shit_ about Peter Parker.

So why would Mr. Stark?

Matt, though…not only had Matt taken Spider-Man under his wing, he had taken _Peter_ under his wing as well.

The impromptu invitation to Matt's apartment last night had been proof of this. Though Matt had given Peter minor details about his life (that he had grown up here, had lost his father, that he was a lawyer in his civilian life), Peter still didn't know much about the older man. Their relationship had still felt a little tentative in Peter's heart until yesterday. Matt had opened up to Peter, in that he had welcomed Peter in to his world. The life he lived _outside_ of Daredevil. This was a big deal, because while Mr. Stark and Iron Man were one in the same, there was an obvious line drawn between Matt Murdock and Daredevil. Like Peter, the older vigilante kept the two separate. He had a secret identity; a life, and people that he wanted to protect. Matt had _shared_ that with Peter, despite the risk. So far, Mr. Stark hadn't given anything that he couldn't take back.

Peter hadn't talked that much at first, in Matt's apartment, playing Poker with the group, mostly because he was surrounded by a bunch of rather intimidating adults. Also Foggy's impassioned speech about the importance of being a defense lawyer had lasted a good hour ("It's not about the money, though the money's really good, except in our case").  Matt, Foggy, and Karen were obviously smart, and observant, too. Peter had read a couple of Karen's pieces online, and  was aware of her attentive gaze the entire night. And Foggy, despite becoming pretty drunk, was ridiculously eloquent with his explanations of the justice system and the importance of balancing persecution and defense. Peter actually…kind of got it, now. Got why Matt and Foggy did what they did. It was like they were superheroes in both aspects of their lives. Peter hoped to do something like that one day, he realized. Just in a different medium. Law may be Matt and Foggy's passion, but Peter knew at his core he was a science nerd, through and through.

The great thing was, despite being intimidated, none of them made Peter feel like he _should_ be intimidated, and slowly but surely, Peter had started talking. Then the questions had started. About his life, about how he got his powers. Why he was doing what he was doing. Karen seemed to admire him though both she and Foggy were obviously dubious about him being as young as he was. Matt's casual reassurance towards them (and once or twice, a pointed expression) meant more to Peter than the man could ever know. It felt _good_ to know someone had _confidence_ in him.

Peter didn't mind that Matt had told his friends about training Spider-Man. They seemed trustworthy. They reminded Peter of Ned and Michelle. They obviously had some disagreements, and his friends obviously worried about Matt, but they were, unmistakably, Matt's _crew_ , so to speak. Or squad, if he was going from Ned's point of view on things. 

Perhaps these similarities were what drew Peter to Matt, and perhaps, Matt to Peter? Peter did not want to be so bold as to assume that Matt was drawn to him, at least, he hadn't, until he had gone to the fridge that night and, closing the door, had come face-to-face with Karen.

Despite her kind eyes, and disarming smile, Peter had still jumped a little.

She bit her lip and chuckled, raising her hands a little. "Sorry."

"It's okay," Peter said immediately, twisting a bottle of juice in his hands. Peter glanced a little past Karen, hearing Matt and Foggy chuckling on the leather couch. Peter grinned a little and shrugged. "I'm just uh, skittish by nature. I'm pretty sure that spider that bit me was a jumper."

"Ha Ha," Karen didn't move, despite her apology, but instead looked to the side as if thinking about what to say. The same smile was still on her lips. When she looked back at him, she finally said, "You know, not too long ago my life was normal. Just a secretary, nine-to-five, day in, day out. I never thought I'd know someone like Matt, let alone _two_ people."

Peter nodded slightly. "I…know the feeling. I mean, my life was normal too. Before."

Karen smirked. "It's funny how people get brought together, huh?"

"Yeah…" Peter glanced back over at Matt. "…I…honestly didn't expect him to introduce me to you guys. He seems very, uh-"

"Closed off?" There was something there, in Karen's eyes, and the bite in her voice, that told Peter there was a story there. He didn't bring it up, mostly because he was sure Matt could hear them.

"Uhhhh, well, no, just…" Peter doesn't know what to say, because Matt hadn't exactly kept things from Peter. He'd told Peter who he was, after all. But it had been an abridged version… "It's just, I don't know him very well and I'm…you know."

"A kid," Karen finished, leaning up against the fridge, with a knowing smile. She folded her pale arms across her chest and crossed one leg behind the other. "I think he wrestled with that a little at first. He seemed conflicted about taking you on, though he wouldn't tell us why _. Now_ I can understand but…he likes you, Peter. He thinks you're one of the good ones. That's why he's doing this. Because you're right. Matt? Well…" She shook her head and chuckled a bit. "…he doesn't play very well with others, when it comes to Daredevil. He tends to push people away, doesn't like to involve people in this life. We practically had to hog-tie him in to keeping us in the loop. But he made an exception for you." She turned her gaze back towards Matt, her eyes softening slightly. "It's been good for him, I think. He's learning from you as much as you're learning from him."

 

Now, getting off the subway, walking down the stairs to the gate that leads across the field towards school, Peter thinks about this, about that entire night, and how it had changed how he felt about Matt. Matt still felt like his elder, his wiser, but he also was… _an ally._

No, _a friend_.

And _friend_ was just never something Peter felt like he could… _obtain_ with Mr. Stark. " _Friend"_ implied _equal_.

He sighs, dipping his head slightly and opening and closing his jaw, aware that he had been gritting his teeth for most of the ride here and that now an ache was starting to build up in his temples. He dreads the telltale sign of a headache coming on, and tries to keep himself off the spiraling train of thought that involves submitting to the frustration of their mysterious origin. Why do they come and go at the weirdest times? Is it stress? Dread? Does it have to do with both times he was at those warehouses, first with Matt, then with the Shocker?

Peter gets to math early, not seeing anyone at his locker and not having the heart to wait around. Ned and Michelle must still be annoyed with him over Wednesday night. He thinks about shooting one of them a text, but…as he thinks about it, a feeling of futility washes over him. Would contacting them incite another argument? Probably. So instead, he glances around the classroom and makes a mental note of who is here and who isn't.

Flash, still gone.

Benjamin, still gone.

Jason, still gone.

Peter finds this disconcerting, but it isn't until the bell actually rings that his anxiety starts to rise exponentially. For at the front of the room, is not Ms. Warren, but rather an unfamiliar man with a temporary staff badge.

"Hello, my name is Mr. Ditkovich, and I will be subbing for Ms. Warren today." He says in a loud, booming voice, a larger man with a long beard and a sweater with padded elbows. He looks a little uneasy as he says, "Ms. Warren will hopefully be back by Monday, but for now, I'm going to pass around a work packet-"

Peter glances around the room, at three additional chairs that weren't empty yesterday, before reaching forward and absentmindedly taking the packet that is handed back to him.

By second period, the headache is at full, skull-splitting force. The buzzing makes Peter feel off-kilter, almost dizzy. He tries really hard not to let it show that he isn't feeling well when Ned sits down next to him in Chemistry. He doesn't want to start a fight, not now, or even a conversation, really. Ned doesn't say anything, but seems tense the entire time, clicking his fingers against the table and glancing towards Peter repeatedly.

Their teacher still isn't present.

They watch a movie.

 

~~

Michelle is nose-deep in her book at lunch, obviously not in the mood to talk, but Peter can't help but blurt out, upon walking up to the table, _"It's February."_

She lifts her head and turns towards him. "…Uh huh."

Peter grimaces instantly. He'd inadvertently broken the silence.  Ned, who despite having given him the cold shoulder had still walked with him to lunch, points out, "You're wearing a tank top."

Michelle _is_ wearing a tank top. Her jacket is with her, yes, but it's tied around her waist and she's not exactly using it. It gives Peter pause because, well, he doesn't think he's ever seen her wear anything without sleeves before (besides homecoming), and also because the cafeteria at their school is notoriously bad at climate control. In the winter it's _freezing_ and in the summer it's _sweltering_.

"How observant you both are," She deadpans, immediately turning back to her book and ignoring them. Peter instantly feels dumb, and slightly rejected, as he sits down stiffly at their table. He stares at the plastic tray filled with minimal portions. Some apple slices. A small side of mac and cheese. He picks at his food absently, trying to decide if he should move to another table. He isn't very hungry, and after a moment, gives up, but doesn't push his tray to the side in an attempt not to attract attention.

Peter closes his eyes and dips his head slightly at the crunching of a plastic water bottle. He glances over and sees Michelle finish off the last of her water, grimacing at the sound of the bottle "re-inflating", before she gets up to go re-fill it at the fountain on the far side of the cafeteria. Across from him, Ned peels the plastic off of his spork. It's…ridiculously loud, and feels like nails on a chalk board to Peter's ears.

"…Can you do that more quietly?" Peter asks Ned, once again, before he can think to stop himself. His friend places his spork down on the table, and looks at Peter with an incredulous expression.

" _Dude,"_ He says.

Peter groans. "Ned, I don't want to-"

Ned throws his hands up slightly, not enough to attract attention, but enough to emphasize that he's upset. " _Nobody_ thinks opening a spork in the middle of a crowded cafeteria is _too loud_ Peter."

Peter bites his lip, as Ned continues, "You scared the crap out of us on Wednesday. It's not _okay_ , okay?"

Peter opens his mouth to speak, but Ned is still talking, barreling through anything Peter could have to say. Okay, so this is apparently happening, whether he likes it or not. He should have just kept his damn mouth shut. "We're really worried about you."

"…"

Ned narrows his eyes. "And…you're being a bad friend, by not listening to us."

Peter lets his eyes slide to the table, staring at his food, which doesn't smell appetizing at all. He is aware. He'd considered that point more than once last night at Matt's. However, He doesn't feel like fighting right now. He feels like…maybe throwing up, then going to bed and curling in a ball with the pillow over his head.

" _Peter,"_ Ned says, glaring at the teenager.

_CLANG!_

Peter and Ned both jump, turning towards the far end of the cafeteria. The first thing Peter notices is a stunned Michelle, mid-step, her hand clutching her bottle and staring at the ground, where a lunch tray has clattered across the floor, milk spilled and an apple rolling across the tile-

" _Holy crap."_

There's a student laying on the ground, half hidden by a table obscuring Peter's vision, but he can see her face. He recognizes her, but doesn't know her personally. He's seen her floating around the hallway, at pep rallies, at gym…

He isn't even really aware of getting up, but suddenly he's kneeling beside her. Michelle is beside him, sweeping the hair away from the poor girl's face. She's sweating profusely, and Peter crinkles his nose, the salty odor threatening to undo the control he has on his already-uneasy stomach.

"It's just like Flash," Michelle says from beside him. "…Mercy? Mercy, can you hear me?"

In response, Mercy's eyes just roll to the back of her head, exposing the whites of her eyes in a way that Peter is sure will make a lovely addition to his nightmares.

 

~~

 

The cafeteria is cleared out soon after that, the students told to eat their lunches outside or in the halls. Peter, Ned, and Michelle watch from a set of bleachers on the blacktop as the EMT's walk up to the building with a stretcher in tow.

"…That’s two people who collapsed, four teachers I've heard of who have called in sick, and a couple dozen students missing…" Michelle says, pulling her jacket tighter around her shoulders. She's worrying the plastic bottle in her hands, spinning it over and over as she bounces her leg up and down on the metal bleacher. The motion sends a slight tremor through the metal frame, something Peter can barely feel, but still focuses on.  "There's no doubting it now."

Ned is biting at his nails worriedly, sitting stalk still, which is what he does when he's extremely stressed out. Peter bumps his elbow in to his best friend's arm, who seems to snap out of it, glancing at Peter and pressing his lips in to a thin smile. Though, it's so forced Peter can barely call it that.

"It's a poison or something," Ned says softly. "That's gotta be it, right?"

"Probably," Michelle says.

Peter is chewing on the inside of his lips, trying to think despite the headache taking his skull on a joyride. He's more of a bio and chem nerd than the two of them, but he still doesn't know what to think of this. At least, and this is a rather grim silver lining, at least the spell of silence between the three of them seems to have been jarred out of existence. Still, it takes a couple of minutes for him to finally get the courage to speak.

"It's possible, the doctor at the hospital _did_ say it was some kind of exposure…" Peter glances over to his two friends.

"Do you think they'll shut the school down?" Ned asks no one in particular.

"I feel like they'd have to, after this…" Michelle says softly.

The bell rings at that point, and the three of them slowly pull themselves from the bleachers, moving sluggishly, the sight of their school mate still fresh on their mind. They all walk in a heavy silence, hands in pockets and heads dipped slightly, towards the small auditorium, the quickest way to cut through the building to their next classes.

Michelle separates from them at the computer lab for English and Peter walks with Ned down the hallway, gritting his teeth. The hall is lit today and unlike Wednesday, it is unreasonably bright. Peter tries really hard not to listen to the buzzing, which is becoming more and more incessant.

"Hey, Peter…" Ned starts, glancing towards his friend. "Look, man, I don't want to be mad at you, but you gotta _tell_ someone about whatever's happening to you."

Peter turns his head in Ned's direction, trying hard not to squint at the light above them, but doesn't succeed.

"I know."

"It's just, this is getting really scary," Ned presses. "Even if it's not the same thing, you should at least make sure, right?"

Peter is going to say that he's planning on telling Matt. Asking him if they can talk this weekend. But the words don't actually leave his lips. Ned continues talking, ranting and worrying about their classmate that had just fallen. The silence has worn off and now his best friend's nervous energy has boiled over. At least, that's what Peter thinks is happening. It feels far away. It's just…drowned out by the lights and the buzzing…

Everything feels like it's inverting again…

Peter stops walking as Ned, who had been about two steps ahead of him to begin with, keeps travelling down the hallway. Everything feels sharp and disjointed all at once, overwhelming and crystal clear. If Peter didn't know better he'd say there was something like…maybe a…bee or something, _something_ , something moving away from him but pulling him at the same time. Slowly, everything starts to go out of focus…

_…This way..._

…He turns his head to the right automatically. Across from him, is the same spot he had been standing at with Michelle Wednesday night. The door takes up most of his vision, the big, red, block letters carving the _word **MAINTENANCE - STAFF ONLY**_ in his mind. His head pings at him unforgivingly, but Peter still feels this… _this need_ , to move forward.

He's doing it before he realizes. One step. Two steps…he reaches out-

**_RIIIIIIIIIIING!!!!_ **

Peter jumps, blinking, wincing, at the bell, fully covering his ears, and stumbling back in to something both soft and solid.

" _Dude,_ did you hear me? Are you okay?" Ned asks, staring at Peter as the boy swivels around. His expression is worried. "…Peter? You aren't gonna pass out again, are you?"

Peter scrunches his face up at Ned, shaking his head slightly, but he must be wobbly on his feet, because his friend reaches out and grabs his shoulders.

"…N-…no, I'm fine, sorry. Spaced out," Peter says, his voice sounds strange and far away to his own ears. Ned doesn't look convinced, but shakes his head and pulls Peter forward.

"…Come on, we're late and I don't want to be here," He grumbles. Peter dutifully follows, turning as he goes and looking back towards the door in the hallway.

That was…that was _weird_.

 

~~

 

By the time the final bell rings, any anticipation or excitement that Peter had for the dinner with Mr. Stark has been completely squashed by the events of the day. Peter spends the rest of the school day fighting light and sound sensitivity and a rather inconsistent feeling of nausea. Whatever had happened in the hallway of the small auditorium had stuck around. Couple that with the incident at lunch and Peter just wants to go _home_. He isn't looking forward to a noisy restaurant, eating, or even the patrol he told himself he has to go on later tonight.

But what is he going to do, _cancel_ on Tony Stark?

So Peter trudges his way across the field after school, hands in his pockets and head dipped, trying to avoid, well _everyone_. So naturally, halfway down the street, someone taps him on the shoulder. Peter turns his head back and sees Michelle, one eyebrow cocked upwards, while the other remains furrowed. A questioning look, mixed with that signature, MJ bite. It's sad to Peter that his first thought is to question why she is talking to him.

"You live the other way," She says. Peter forgot that this is the way she usually walks, skipping the station and heading further in to the city. Come to think of it, Peter hasn't really been this way often.

"Mr. Stark is picking me up down the road," He replies flatly. "I wanted to be less conspicuous than last time."

MJ smirks a little at that. "Ah, yes, good thing Flash didn't see you get in that car after Olympiad practice, he would've freaked."

The mention of Flash causes them both to sober a little, as they continue to walk down the street. Peter bites his lip slightly.

"…I want to help, but I have no idea what I'd do." Peter says softly.

Michelle is silent next to him, and when Peter looks up at her, she seems lost in thought. She never voices these thoughts, either, just keeps whatever she's thinking about to herself, as they continue to walk down the street. Peter shoves his hands in his pockets.

Getting to know Michelle was a laborious process. She was different from all the other friends he’d ever had. Even when she was friendly, she was still a little bit cold. And it seemed to be easy for her to slip back in to that zone. She’d been more talkative with them as they had all gotten to know each other, but there were some days when she acted exactly as she had before she had known about Spider-Man, and before she considered them friends. Right now, he has no idea what she is thinking. Is she upset about their classmates? Mad at him still for Wednesday night? Or is she neutral? She looks like she could be neutral, but see, _neutral used_ to be normal for Michelle. But now that she was friends with them, Peter didn’t know if neutral or indifference _was still_ normal. 

He has to ask, Peter is the type of person who will worry about it until he knows for sure, so he decides to go with the worst option first.

"Are you still mad?" He tightens his grip on the straps of his backpack, bracing for the response.

She turns back towards him, and tilts her head slightly. For a moment, Peter thinks that he’s going to be sorry he asked. Maybe she will yell at him. Maybe she will tell him to butt out (though that doesn’t seem much her style), or worse, maybe she will say nothing at all.

But none of those things happen. Instead, she asks, "What do you think?"

Normally people who ask that question ask it in a sarcastic way, as if to blatantly smack you in the face with how angry they really are, but Michelle breaks the mold once again, by not sounding like that at all. She sounds curious, like she doesn't even know the answer herself. Peter finds himself unable to respond.

Michelle finally turns her head as they round the corner. Peter, lost in thought, nearly leaves her in the dust when she stops, a surprised expression on her face. "You know, even with the proof de Spider powers, part of me still thought you were full of shit."

Confused, Peter turns his head down the road and sees what Michelle must be talking about.  The sleek, black car parked on the side of the road, complete with personalized license plate, sticks out like a sore thumb amongst all the other ridiculously _average_ cars parked around it. Standing there, leaning up against the side and checking his phone casually, is Mr. Stark.

"Check that off my bucket list," Michelle says, and Peter knows by her tone that Michelle never once actually considered meeting Tony Stark a bucket-list-worthy item.

Mr. Stark lifts his head as the two of them approach, raising an eyebrow slightly. There is a very not-subtle glance between both Peter and MJ, then a small smirk.

"Hi," He says, drawing out the word casually, as he pockets his phone. "I don't remember extending a plus one."

Michelle laughs a little at that, and says, as if she's not speaking to one of the most famous people on the planet, "Oh, I'm not going to dinner."

Tony's smirks grows and his eyes widen at the same time that they crinkle at the edges slightly, a mixture of amusement, and possibly annoyance, because he heard the true meaning just as clear as Peter did in MJ's voice. An unspoken, but impossibly clear, "I'm not going to dinner _with you_ ".

"You must be MJ," Mr. Stark says, extending a hand. Peter is surprised the man gets it right. He’d told Mr. Stark very little about his life, mostly because he hadn’t had a chance to, but also because he didn’t think the man would really…care about hearing all about his friends and high school, and stuff like that. At the lab, however, he’d mentioned Ned and MJ. Not in depth, but Peter was sure it was obvious he really didn’t have any other friends. He guessed, then, she couldn’t really be anyone else.

"Michelle," She corrects, as she takes the hand extended to her. Mr. Stark shakes her hand once, his expression seems even more amused.

"Michelle," he repeats, as he lets go, turning his gaze on Peter, who is watching Michelle to make sure she doesn't…do… _something_. He doesn't know what. She has that look on her face that she gets right before she’s about to drop a shocking one-liner and walk away. "Well, champ? Ready to go? Hope you like Italian."

"Uh…yeah. Sounds good," Peter says, awkwardly stepping towards the car. He turns back towards MJ. "I'll see you later?"

Michelle, surprisingly, says nothing and nods, as Mr. Stark circles around the front of the car, unlocking it. Peter slides in to the passenger seat, while the older Avenger plops down in the driver's side, before rolling down Peter's window.

"Don't worry, I'll have him home before dark," He calls, leaning across the seat, and Michelle narrows her eyes. Peter slides down his seat in embarrassment as Tony peels away from the curb and in to the street. The teenager glances in the side mirror, watching MJ stand on the edge of the sidewalk. He notices that she doesn't immediately start walking again, just watches the car until it turns the corner.

Mr. Stark turns towards Peter and gives him a rare, full grin. "She's terrifying. I like her."

Peter smacks his hand against his forehead, then lets his palm drag all the way down his face.

 

~~

 

The car ride is pretty short, mostly because Tony drives like a maniac in Manhattan traffic. Peter had never actually minded the last time he was in the car with Mr. Stark, mostly because he was fairly confident a car accident wouldn’t do much damage to him these days. Today, though, is different, because he isn’t feeling his best.

Of all the unfortunate health issues and ailments Peter had as a kid, it was by the grace of God that motion sickness was never one of them. That being said, something about the lights being too bright and the engine being too loud must trigger it, because this is the first time he’s ever been carsick. He clamps his jaw down tight and leans his head against the window, aware he will probably leave a smudge, but promising himself he will clean it before getting out of the car.

He can tell that Tony can tell that something is wrong. Tony immediately starts chatting, resuming the conversation that they had at the lab previously. He’d been working the Vibranium problem (passively), and was thinking about a few ideas they could hash out. Perhaps attempting to bond the Vibranium with another agent to see if that was even _possible_ …

Peter’s answers are short and noncommittal instead of their usual lengthy, nervous ramblings. Mr. Stark keeps shooting him glances, and after a while, trails off.

“You okay, kid?” He asks, once they get caught by a red light.

“Yeah, just tired. It’s been a long week,” Is all Peter can think to come up with. It’s lame, and they both know it.

Mr. Stark tilts his head, leaning it back against the seat, and tapping his fingers on the steering wheel. “Girl troubles?” He asks, smirking.

Peter lifts his head, scrunching his nose up and glancing at the man. It was obviously a joke, but the teenager isn’t feeling well enough to really pick up on that fact. Confused, he says in a questioning tone, “No?”

Mr. Stark clicks his tongue. “Really? Huh… When I was your age I…” He chuckles as he, apparently, finishes that thought in his head.

Peter snorts slightly. ”I…definitely don’t have girl troubles.”

“Not in to relationship drama? Or not in to girls?"

“No just, girl troubles requires communication. You know, with another girl.” Peter explains.

Mr. Stark's eyebrows shoot up to his head, and he kicks his thumb behind him and towards the rear windshield. "Michelle isn't a girl?"

"What? No-! She just uh…doesn't count," Peter blabs, his cheeks heating up. He groans slightly. "She's my _friend_."

Mr. Stark turns his head directly towards Peter and gives him a good, hard look. Then, grinning, he turns back to the road as the light turns green. “Alrighty.”

Peter spends the rest of the car ride carefully dissecting _that_ conversation, but not willing to ask Mr. Stark what he meant, until they pull off the main road, and in front of a rather fancy-looking restaurant. _Too_ fancy, in fact. Peter dips his head close to the window and stares at the beautiful brick building (aged, but that classy aged. Not the aged he is used to), with elaborately-designed awnings and perfectly-trimmed hedges.

“What do you think?” Mr. Stark asks, as he gets out of the driver’s side. There’s a guy dressed in fancy black slacks and a red and gold vest, who reaches forward and opens the door with white gloves for before the teenager can do so himself. He steps out of the car and moves to the side, glancing down at himself suddenly: His worn jeans, shamefully-holey sneakers, and hand-me-down jacket. Peter doesn’t _usually_ care about his attire. He doesn’t do a lot of stuff that requires dressing up, to be honest, and his aunt and uncle taught him not to be ashamed of his fiscal status. But in this moment, he feels sort of embarrassed.

“I think I under-dressed,” Peter mutters, as Mr. Stark casually tosses the keys to what Peter now realizes is a Valet worker. The older man claps Peter on the shoulder once.

“Nonsense,” He says. “Plus, nobody will bug us anyways.”

Mr. Stark must have called ahead, or he frequents this joint often, because they are automatically lead to an elevator, without really needing to check in below. Apparently, the restaurant is on the top floor, and there are shops and even apartments on the floors leading up. When the gold doors open, they are in a large, but strangely intimate setting. The lights are dim, and thankfully, incandescent. It doesn’t hurt Peter’s eyes as much. Maybe this will be okay, he thinks.

Not so much, as the hostess, having picked up on their presence, leads him past most of the restaurant, toward a back little corridor that isn’t open to the rest of the public. There’s a balcony here, open and exposed to the rest of New York. It would be freezing, but there are beautifully ornate torches set up all around that radiate heat, and a smartly-decorated fence and vine combination that blocks the wind. There are a few other people dining back here, obviously well-to-do people, but the tables are set up far from one another. For the most part, Mr. Stark and Peter’s dinner will be completely private.

Which would be fine, except the city is _loud_ , at least it is to Peter, and the sun reflecting off the glass of the building makes him have to turn his head away. He’s still nauseous from the car ride, and the thought of food casually makes him want to crawl in to his aunt’s bathroom and wrap himself around the toilet bowl.

Mr. Stark sits down directly across from him when the hostess directs them to their table. When she asks for drinks, the billionaire orders a coffee that sounds expensive and Peter asks for a water.

“You can get whatever you like,” Tony presses.

“It’s fine, I just want water for now.” Peter shrugs sheepishly at the waitress. “Maybe later though.”

Then they are alone.

It’s immediately awkward. At least it is for _Peter_. But Peter is the King of feeling awkward, and so he doesn’t know how the mood really is. Mr. Stark could feel right at home, but right now Peter is pretty sure the sentiment is felt all around. Tony spends a couple of seconds glancing at everything on the table, smiles thinly at the teenager, taps his thumb a couple of times against the elegant, white dining table cloth, then hastily picks up a menu as if it were his saving grace.

Peter slowly picks up the folded, leather menu in front of him and glances over the writing. The elegant, cursive script wobbles in his vision and he closes his eyes, thankful for the ability to hide his face.

He hides away from Mr. Stark until the waitress comes back with their drinks, which unfortunately is a ridiculously short amount of time. She asks them politely if they are ready to order. Peter doesn’t pick up what Tony ends up ordering, just taps his foot against the ground and tries really hard not to focus on the cacophonous noise of the city below them.

“Hey, Pete.”

Peter pokes his head out over the top of the menu. Mr. Stark is staring at him, and the waitress is looking at Peter expectantly, her pen held over her notepad.

“Oh…uh…just, spaghetti and meatballs? Tomato and Basil, Light on the sauce…” Peter bites out, going for the first thing that comes to his mind. He hands the menu to the waitress, who nods, scribbles down his order, and takes it from him before walking away.

Peter glances back at Mr. Stark, before immediately busying himself being quite interested in the tablecloth, because the man is definitely staring at him still. He didn’t so much as take his eyes off of Peter as the waitress left. And now Peter feels scrutinized.

After a moment, Mr. Stark lets it go, going for the coffee. There are some spices on the side of the counter that probably cost more than his entire set of school books (at least, Peter has never seen any of the brands before, so that means they're expensive, right? Right). The billionaire adds a combination he picks out carefully to his coffee. He stirs gently. Takes a sip.

“So…” Mr. Stark says, clearing his throat slightly. “What’s up?”

Peter raises his eyebrows gently, and tilts his head forward. “Hmm?”

Mr. Stark opens his hands slightly, palms up, and turns his head, urging Peter to actually answer the question.

“Like…school…or…or the other thing?” Peter clarifies.

Mr. Stark shrugs. “Anything. Everything. Life.”

“Uhm….” Peter glances around, trying to push the clouds from his brain and come up with a decent answer, an answer that isn’t ‘nothing much’ or ‘oh it’s all good’. “…I’m…I dunno, school is school…boring. I'm getting good grades, though. And the _other_ stuff…is also good.” He finds himself smiling a little. “I think I’m getting better at it.”

“You’re definitely showing up in the news a lot more,” Mr. Stark says, smirking. “For good things. I'd say you're starting to become New York's unofficial, official mascot."

Peter perks up a little. “…Really?”

“Unofficially,” Mr. Stark repeats with emphasis, as he takes another sip of coffee. Peter hadn’t been aware of that. Not that he didn’t watch the news, but he’d been so busy…the only real news he’d been able to keep up with lately was whatever he’d set up to alert him on his police scanner. “Looks like that working class hero thing suits you.”

Peter finds himself feeling…what, _proud_? “Yeah, I-…like what I’m doing." He almost cuts himself off there, but Mr. Stark is still looking at him, so Peter opens his mouth again. "There's a lot of people down here that need help. You know, not super big threats, but more than the police can handle and-" Peter trails off, not really knowing how to describe the feeling that he gets when he can actually do some _good_. So he just shrugs, a self-conscious smile on his face.

"You're doing good, kid," Mr. Stark says warmly. He leans back in his chair, folding one leg over the other from the way that he moves, though Peter can't exactly see under the table. The man reaches up and pulls the sunglasses off of his eyes, assessing him. "Look a little run down though. Getting enough sleep?"

Instantly, all traces of pride he was feeling fall to the wayside, and instead, are replaced with paranoia.

"I'm fine," Peter says automatically, perhaps a little too quickly, because the older man's expression turns suspicious.

Tony, to his credit, tries to keep his prying light though, sniffing slightly and glancing off to the side. "You sure?"

" _Yes._ " Peter insists. Exasperation finds its way in to his voice, but he quickly puts a lid on it. "Sorry. I am, I'm just tired and have a bit of a headache. Like I said…long day."

Mr. Stark presses his lips in to a thin line. He shifts a little in his seat. "You had a headache last time."

Ugh, right. He had. Peter sighs, before shrugging. "It's really okay, Mr. Stark. Just…sometimes my senses get to be a little much, and I get headaches. It's not a big deal."

Peter doesn't want to tell the older man everything that has been happening, mostly because…he doesn't know what the billionaire would _do_ about it. Talking about his headaches would mean talking about his nightmares, or about what was happening at school, and Peter didn't want to go in to it all. Mr. Stark was an engineer, not a doctor, so the chances of him knowing any better than the doctors at the hospital about his classmates wasn't that high. That, and…Peter is so tired of people being worried about him. It's frustrating. And besides, he's planning on talking to Matt. Matt's the one who also has super-senses, after all…

But Peter can't tell Mr. Stark about Matt, and that makes things a little more complicated. Peter doesn't want to lie to Mr. Stark, not really, but…talking to Mr. Stark about _any_ of this sort of requires Peter to go in to the details of working with Daredevil. Peter doesn't think Tony would approve. He'd have to edit the reason why he's having nightmares so drastically that he would be bound to get caught in his own lie. Peter is bad at lying for someone who does it so much, and Mr. Stark might already be suspicious of him…considering Peter has lied to him so much before. And then? Well, and then he'd probably take the suit away again. Either for the lie itself, or because he thinks Peter can't handle what he's doing out here.

As it is, Mr. Stark already looks suspicious, but there's another emotion in there somewhere…something Peter can't quite place.

"…Does it interfere with your night job?" The billionaire finally asks, and Peter immediately shakes his head. And there it was, proof front and center. It was the _first_ thing the man jumps to, Peter's ability to be Spider-Man.

"No." He says resolutely, despite the little pin prick in the back of his head, that reminder of getting creamed by the Shocker because he'd been temporarily overwhelmed…

…Passing out in the hallway at school…

"It doesn't."

The waitress seems to materialize out of thin air, both of them startle slightly when she interrupts with a big smile and their entrees. Mr. Stark immediately clears his throat, throwing her a quick, disarming smile and letting her set the plate down in front of him, a creamy ravioli with spinach and what appears to be different types of cheeses to go with. She turns and places Peter's plate in front of him, before asking them if there's anything else they need.

When they both decline, she departs quickly, seeming to sense some sort of negative energy in the air. Mr. Stark immediately unwraps his utensils, his jaw clenched, looking like he is thinking through some sort of problem. Peter just stares at his plate for a moment, trying not to grimace. He normally _loves_ spaghetti and meatballs, but right now the smell of the meat and sauce combined is overwhelming. _Rancid_ , almost.

"…Maybe you should stop by the lab some time," Mr. Stark says, covering his mouth as he speaks, as if a thought came up in his head and he couldn't wait to swallow to bring it up. "Not my lab, the medical lab. You never actually got looked at after that accident that gave you your powers…" He waves his hand in Peter's general direction. "Did you?"

Peter swallows thickly, pushing the spaghetti around on his plate. Distantly, he shakes his head. The red sauce mixes in with the noodles and the meatballs are tender enough to start falling apart when Peter pokes at them. The chunks of meat blend in with the sauce and with the smell, Peter is reminded weirdly of those fake guts in those fake horror movies he and Ned watched one summer. They hadn't known what real guts had looked like at the time, but knew it didn't look like _that_.

But now Peter knows what real guts looked like, spilled on to the floor in puddles of blood-…

"-really give you a good once over, maybe there's something we could do about that-"

Peter closes his eyes and tries not to see anything, smell anything, hear anything…

_It had just been a sense, a split-second reaction. Laying on the ground, in agony, dimly aware of the man bleeding out next to him, and the dead all around…fire, rancid chemical smell burning his nostrils. The sword had come down, he'd reached up, felt the slice in his palms-_

Peter lets his fork drop on to the side of his wide bowl with a bit of a clang. It makes him flinch slightly. "I have to go to the bathroom." He declares suddenly, and is out of his seat and walking away from Mr. Stark before he can get a good look at the older man's face.

He can feel how tight his jaw is, sore from clenching his teeth as he asks a passing waiter where the bathroom is. He walks as quickly and calmly as possible in to the men's room and in to a stall, shutting the door and turning to look at the toilet, placing his hand over his aching forehead, forcing himself to breathe. But the smell of meat is lingering on his nostrils and a couple seconds later he gags involuntarily. The reflex triggers an unstoppable cycle and Peter kneels down, dry heaving until he throws up the little contents in his stomach, having not touched his lunch in the cafeteria.

Peter takes a few moments after the initial wave to clutch at the toilet, braced for another bout of gagging that, thankfully, never comes. Finally, he sags a little in his kneeling position, until he's sitting on his feet. The only thing keeping him from resting his forehead on the porcelain bowl is the fact that this is a public restroom.

He startles a little when the automatic flush goes off and leans back to avoid getting sprayed in the face. When the noise dies down, there's a knock at the stall door.

"Pete, you alright?"

Oh, man. How _embarrassing._ Peter grimaces at the sound of the billionaire's voice, having hoped he wouldn't follow the teenager in here, but no such luck.

"Hi. I'm good," Peter says, but his voice sounds rough and out of breath. He internally kicks himself.

"Obviously," comes the sarcastic reply. "Hey, open the door."

Peter hesitates for a second, before pushing himself up in to a standing position. He leans against the wall for a second, before straightening and opening the stall door. Mr. Stark is standing there, his hands in his pockets, and his eyes immediately give Peter a once over, before pressing his lips together disapprovingly. He gestures quickly at the toilet bowl.

"You gonna do that again?"

Peter contemplates this, taking a look back towards the stall, and seriously assessing the feeling in his stomach. Finally, he shakes his head, no.

"Alright then, let's go," Tony says, not unkindly, placing his hand gently between Peter's shoulder blades. The older man lets Peter wash his hands and splash some water on his face, before leading him from the bathroom. He doesn't take them back to their table, but rather bypasses most of the restaurant, taking them back the way they had come in. Peter feels his cheeks heating up in embarrassment when he realizes they are _leaving_.

He is silent as Mr. Stark calls the elevator, staring at his shoes and trying to think of some way to play this off, some way to make it no big deal, but his mind feels _shot_. He can't think of anything, so when the elevator doors open, Peter just follows the older man in to the car and puts himself in a corner.

When the doors close, Mr. Stark turns to him. "What was that?"

"I dunno, I just-…" Peter glances off to the side. "Carsick, I guess."

"Stop bullshitting me, kid," Mr. Stark says flatly, stuffing his hands in his pockets. He tilts his head towards Peter. "What's going on?"

Peter looks at Mr. Stark, finally making eye contact. The man's brows are furrowed. He looks…a little angry, perhaps, but really, he looks… _concerned_. It makes Peter feel even more embarrassed, more _trapped_. Why the Hell did Tony suddenly have to get so _involved?_ Peter just wishes he would leave it alone. The teenager's response is in fact, no response. He just shrugs. He doesn't know what lie to feed Mr. Stark but knows the truth will cause the man to flip out. Maybe. Possibly.

"Peter." Mr. Stark says sternly, instead of taking the hint.

"I'm _fine._ " Peter mutters.

" _God_ ," Mr. Stark breathes, shaking his head, before pointing at the elevator door. "You do a bang up job of covering your ass, you know. You could have just said you have the flu, _but_ … you're obviously hiding something-"

"It doesn't _matter,"_ Peter snaps tiredly, glaring at Mr. Stark.

"It _matters_ ," he pushes right back.

"Really? Cause it didn't matter _before,"_ Peter accuses angrily. "So why? Why do you care _now_?"

Mr. Stark's eyes narrow just slightly, as he tilts his head. The corner of his lip twitches as he speaks, "Kid-" He starts, warningly.

But Peter is tired. He's frustrated, he just wants to go home, curl up in his bed and maybe cry a little because _he's so tired of his head hurting and the city being too loud and feeling keyed up._ And Mr. Stark has _the worst_ timing, showing up and butting in _right_ when Peter wishes he wouldn't. And _Peter wants_ to tell him, he does, in that way where _he wants_ Mr. Stark to care. But he just…can't believe it. He _can't trust_ Tony, can't trust that he can confide in the man without suffering the consequences of being forbidden to be Spider-Man. He feels himself snapping, he feels the anger and the frustration of not being able to _control anything going on in his life right now_. 

"No, don't "Kid" me. You spent months _ignoring_ me!" Peter exclaims. The sound of his own voice causes him to close his eyes, but he resists the urge to grab his head with his hand. "You just-…You can't just-…you can't just show up, act like nothing happened, and pretend we're good!"

Mr. Stark looks taken aback, which is an expression Peter has never before seen on the man before. It's curious, the way he opens his mouth to speak, but says nothing, the way Peter knows he himself has done millions of times in his lifetime. More than that, though, _it's satisfying._ To make the man speechless, to dole out the lecture for once instead _of being_ lectured.

Finally, though, Tony gets a hold of himself. "Where is all this coming from?"

If anything, it serves to anger the teenager more. Where? He'd just _told him._ Shouldn't it be _obvious_? Peter grimaces, because he isn't going to say that he had his eyes opened by another vigilante, so instead, he just turns away from Tony and stares at the front of the elevator. He is aware that he looks like a kid throwing a temper tantrum, but he can't…find anything else to say that isn't dripping with anger. So he stays silent, even when Mr. Stark says his name, not once but twice. Even when he sees, from the corner of his eyes, the man's shoulders deflate and his body turn towards the elevator as he reaches forward, straightening the front of his suit.

"Alright, then."

**Notes for the Chapter:**

> Peter finally kind of lets it out. Is he being a teensy bit unfair? Eh, not in my opinion. Also, the kid's stressed, and Tony has sensitive feelings lol. 
> 
> At least the root of the issue is (sort of) out and about. 
> 
> That being said, I am aware that Tony has been making strides to be better with Peter, but also, it doesn't erase what he did before. If you haven't read the previous stories in the series, Tony basically went radio silent after Peter turned him down at the end of Homecoming. For a couple months. 
> 
> So yes, Tony's trying to make amends. But Tony is also really bad at that kind of stuff. Grand gestures/showing up out of the blue...wouldn't necessarily work with Peter, in my opinion. Peter doesn't know Tony like Pepper or Rhodey. It's sort of 'too little, too late', and teenagers (or at least the teenagers I know and was) are really good at pointing that sort of hypocritical stuff out. 
> 
> Where is this 'headache' thing and the school situation going, you ask? Well, stick around. Stuff actually starts to go downhill from here on out. Hopefully I can tie it all up in a neat little bow without a bunch of massive plotholes. *fingers crossed*


	6. Six

**Notes for the Chapter:**

> I'm on a roll, guys. Trying to get as much done as possible before I go back to work.   
> This chapter's a little shorter, but still pretty decent in length.

Mr. Stark drops Peter off in front of his apartment and the two of them part without so much as a goodbye. They had both been silent on the drive back, too stubborn to bring up the incident in the restaurant or Peter’s outburst in the elevator. But the teenager had noticed how Mr. Stark’s eyes kept glancing in his direction every couple of minutes, especially when Peter reached up to pinch the bridge of his nose and stave off the nausea.

Thankfully, May is in her room taking a shower when Peter slips inside. She knew he was having dinner after school, so he doesn’t have to explain why he isn’t hungry. He just tiptoes in to the guest bathroom and washes his face with cold water, then slips in to his suit and out the window.

Patrol is nearly impossible. Swinging makes Peter’s headache spike to unimaginable levels and after two instances of breaking up muggings, Peter already wants to give up and go to bed. He manages to help a little girl find her mom at the park, though, feeling bad that he isn’t as good at talking to kids as he normally is tonight.

He goes to bed early, feeling worn out and stressed, and finds it hard to fall asleep. He debates texting MJ, or Ned, but he’s still not one hundred percent sure the three of them are on solid ground with each other again. Plus, he’s pretty sure if he looked at the screen he would _actually_ die.

_He doesn’t know how it happens, but at some point, he finds himself standing in the hallway at school._

_It’s funny, because later, you would think he would have questioned how he got there, but he doesn’t in this instance. It feels normal. It feels like his actual school, even though the hall is long, and never ending. Peter finds himself walking down this hall, past miles and miles of classrooms, windows, looking for something. Someone. He doesn't know who it is or where he's going, just that he has to find it._

_Something is pulling him there, he’s sure of it. Some feeling, a feeling in the back of his head. Buzzing, but low and quiet, almost like a tingle._

_He finally takes another step._

_The scene becomes different, in the blink of an eye. He's standing across from the water fountain, waiting. The girl taking a drink stands up, looking at him. MJ. She’s wearing the same thing she had on Wednesday night. Peter feels a strange sense of déjà vu course through his veins._

_“Hey.” She says. It feels like a hollow statement, as she stares at him._

_"You were gone a while, and uh…I don't know, I just wanted to…check up on you?" Peter asks, instantly narrowing his eyes when the words leave his lips. They are the same words he had spoken earlier, when this had happened before, but they feel wrong on his tongue for some reason._

_Michelle tilts her head, a frown etched into to her expression instead of a smile. “Awww, were you worried?”_

_Peter opens his mouth to respond._

_“Because you should be,” Michelle says first, letting her hand drop away from the water fountain, then turning to walk past him. Peter blinks, following her with his gaze as she crosses the hallway, to the door on the other side. The large, red block letters cast an eerie shadow that shouldn't be possible on the floor in front of them. Michelle doesn't look at Peter as she opens the door. She just walks inside, and lets it shut behind her with a deafening_ click _._

_Peter is left alone in the hallway._

_The lights, which were dim until now, seem to get a little brighter, the high pitched whine of the electricity getting louder and louder…there’s a rushing in Peter’s ears, and a heightened buzzing in his head, urging him forward._

_Peter takes a step, then another step…_

_“Michelle?”_

_Louder, louder, like rushing water, more and more violent until it sounds like he’s been caught in a waterfall, tumbling down…down…down…_

_Silence._

_His fingertips are touching the door knob._

_Peter takes a deep breath, and opens the door._

_It swings inward, creaking slightly as it does, and reveals…nothing. Just a solid wall of darkness. Peter stands in front of it for a moment, debating whether or not he should move forward._

_Michelle’s in there…_

_Peter crosses the threshold, stepping in to complete blackness. There doesn’t appear to be any floor, walls, stairs, nothing. He turns back towards the door. On the other side, it’s just the normal hallway…nothing unordinary about it._

_“…MJ?”_

_Peter takes a shaky breath as he turns back around, facing the darkness._

_That’s when the door behind him slams shut._

_Peter whips around, staring at the frosted, muddled light coming through the glass window of the door. For a second, there is nothing. Then, short and sharp, a tingle at the back of his head._

_Something grabs him, pulling him back as he hears the familiar ring of a sword-_

 

_~~~_

 

Peter opens his eyes with a start. Thankfully, he manages not to nail his face on the underside of his bunk bed this time, but it is still disorientating all the same. He takes a couple of seconds collect himself, rubbing his hands over his face, before noticing that the buzzing he had been feeling in the dream has not gone away. He scrunches up his nose, looking around before-

Oh, his phone. It's ringing, vibrating next to his bed.

Peter rolls over with a groan, fishing around on his night stand for his phone before holding it up to his ear. “-‘Lo?” He asks groggily.

“ _Hey. Just wanted to check in.”_

“Huh?”

“ _It’s Matt._ ”

“Matt, it’s-“ Peter pulls his phone away from his ear to glance at the screen, before doing a double take. “…Two-thirty?”

“ _And yes, that would be in the afternoon._ ” Matt supplies. There’s a pause on the other end of the line that Peter takes advantage of, sitting up in his bed and pressing his hand to his forehead. He’d overslept by a mile, after struggling for what seemed like hours last night. “ _How are you feeling?”_

“Uhm…weird, I don’t usually sleep this late,” Peter admits, glancing at the window to see the sun already starting its dip in the sky. There’s only five hours of daylight left, jeez.

“ _Maybe that’s a good thing.”_

Peter thinks about it. There’s a dull ache in his skull, but it feels suspiciously like a tension headache. His jaw is aching a little, probably from the nightmare…the one that is lingering on the edges of his memory, prodding at him. That door…what was up with the door? That couldn't be a coincidence, right? Twice in real life, and now the dream?

“Maybe…" He settles on, chewing his lip in thought.

_“I was hoping having some down time the other night would help you feel a little less stressed out.”_ Matt says, sounding sympathetic. " _Hopefully it worked._ "

Peter almost doesn’t say anything, mostly because he's pretty sure the man wouldn't be able to tell if he was lying over the phone. _But I should_ , he thinks to himself. He had already told himself he was going to tell Matt, if not for himself, then at least for his friends. And he had already shut down Mr. Stark. Matt was…well, he was Peter's only option left. He sighs, bowing his head before he commits. "…Actually. Um, Matt? I wanted to talk to you about that."

There's a pause on the other end of the line, then, _"…Is everything alright?"_

Peter takes in a shaky breath. After this, there's no turning back. "No," He says softly. His fingers grip the fabric of his covers, curling and causing wrinkles to interrupt the smooth waves traversing the mattress.

"… _Do you need me to come right now?"_

"No, no it isn't an emergency," Peter takes the opportunity to push himself from his bed, trying not to groan dramatically. He does _not_ want to get up, or eat, or shower, or get ready to go visit Flash in the hospital today. Assuming he was still invited to that, he only has an _hour_ before he has to leave. "I promised some friends I'd be somewhere soon anyways, but after that, if you're available…?"

" _Sure,_ " Comes the reply. " _Mind giving me a heads up on what this is about?"_

"It's about the headaches," Peter responds, as he rolls back on to his side. He tries to speak lowly, hearing his Aunt moving around in the kitchen through his door. "They…never went away. And other things are happening and I'm starting to get a little," Peter pauses as he tries to find the right word for it. "Uh-, worried, I guess."

" _Is this why you were off on Thursday night?"_

"Yeah," The teenager admits, scratching absently at the fitted sheet of his mattress.

Matt doesn't answer right away, instead there's a shuffling on the other side of the line, then he hears Matt's voice talking to someone else.

" _Sorry. Foggy was asking me something. We're at the office today. I'm on my lunch, but some things can never wait."_

"Do you need to go?"

" _No, no, it was just a quick question. I'm still here. Peter, I have to ask, how serious are these headaches? What do you experience?"_

Peter sighs heavily, not wanting to recount every instance, he doesn't have time to at the moment, but he can at least give Matt a few of the details. "I-uh, well. It's like a migraine, kind of. Everything is too bright, too loud, except, because of my senses it's just a hundred times worse. And then-"

" _And then…?"_

"I…I may have, sort of kind of… _passed out."_

_"What?"_

"And thrown up…"

" _Have you been to a Doctor?"_

"I…can't," Peter says, pushing himself up again, running his hand down his face. "Something changed, in my blood, when I got my powers. If I go to a doctor-"

" _-They may find out you're different."_

"Exactly."

Matt doesn't respond right away, and Peter listens to silence on the other line for a moment, anxiety budding in his chest. Maybe this was a mistake, telling Matt. Maybe it was a mistake _not_ telling Mr. Stark, or maybe it was a mistake telling _anyone_ -

" _Alright, I have to work late here for a client, but I can make time after, say, ten o'clock. Is that okay? Or do you need to meet sooner?"_

Peter shakes his head, before remembering he's on the phone. "No, that's perfect." May worked an early shift tomorrow, she'd be going to bed by that point. Peter could sneak out without having to lie about going on patrol.

“ _…Pete, I know how you get when people try to tell you what to do. But maybe, until we hash this out, you should take it easy the next few days, at least on the Spider-Man front.”_

Peter stops, a bit of frustration edging its way in to the back of his head. “I-“

“ _I’m not trying to bench you. Really, I'm not. Just…try to stay away from the more intense fights. I don't want you to get into another situation like the one with the Hand and not be one-hundred percent.”_

Peter fights off a wave of anxiety that crawls up his chest. He clenches his palms slightly, glancing down and looking at the place where scars _should_ be, but that long ago disappeared. He doesn't _want_ to lay low, doesn't want Matt to think that he can't handle things, but at least…well at least he hadn't been _forbidden_ from going out.

“Uhm…yeah…maybe.” Peter agrees softly.

_"We'll figure this out. I-"_ Matt's voice cuts off and instead there's distant yelling coming from the other end of the line. Peter can hear both Karen and Foggy talking to a third voice. " _Ugh, sorry Peter. I have to go. A disgruntled client just walked through the door. Text me the place and I'll meet you there tonight, okay?_ "

"Okay. I will. And uh, thanks, Matt," Peter smiles in to the phone.

" _No problem."_ The line clicks at that point, and Peter is silent in his room. But instead of dread at the prospect of talking to Matt, he feels a little bit of relief. It seems the anticipation was half of the problem. And now he can at least tell Michelle and Ned that he's getting help with his problem. That he _did_ tell someone.

He pulls the phone away from his ear just in time to see the text from MJ, asking if he’s still on for today. The sight of said text elicits a warm feeling in him. He's glad that he was still included in today's plans, so much so that he didn't have to ask if he was still invited to go in the first place. Peter hastily shoots a text back in the affirmative, then continues to find himself some clothes. As he grabs his backpack, he turns to look at his suit, sitting in the middle of the floor from last night, when he couldn’t be bothered to put it away. He shouldn't take it, should he? Biting his lip, Peter grabs it and stuffs it in the bottom of the largest compartment.

“Why didn’t you wake me up?” He asks May, when he exits his room a couple minutes later. He holds a hand to his mouth and breathes on it, before sniffing. He grimaces when he catches a whiff of his breath. “Oh, gross.”

May turns from her spot in the kitchen and sticks her head out so she can see him. “You were sound asleep! And…considering the last couple of nights I thought I’d let you catch up. Plus, it’s the weekend, so no harm no foul. I’m sure you’ll be right back to being exhausted by Monday.”

She’s sort of kidding him, but Peter can feel the worry underneath the joking tone. He sighs, nodding and sitting at the table when she points for him to do so.

“You gonna go visit the Thompson kid in the hospital?” She asks, setting some homemade Mac and cheese down in the center of the table. She passes Peter a bowl, then grabs herself one and sets it on the table near her spot. She doesn’t immediately sit though, instead going to tidy a few things in the kitchen.

“Yeah…Flash, he’s uh, not doing too well. A lot of kids are sick, actually,” Peter admits, taking his fork and stuffing it in to the mess of pasta and cheesy sauce. He hesitantly tries a bite, and when nausea doesn’t swell in his throat, he eats a little more. The headache at least hasn’t decided to get worse as he’s gotten up. It’s just a dull presence still.

“Good, that’s the kid I raised. I know he doesn’t treat you very well…” She says from the kitchen. She comes to stand at the threshold, wiping her hands off with a small dish towel. “But, I’m proud of you for going anyways.”

Peter smiles softly at her.

May frowns a little. “I heard Mr. Myers was in the hospital too, and uh…Mercy, the Weathers’ girl…God, poor things…”

Peter nods slightly, grimacing as he glances down at his food. Yeah, his poor classmates. Hopefully the doctors that were working the cases of the ill knew a little more by now. If not…

“If you feel sick,” May says, pointing a finger at him. “Any of you, Ned, Michelle, you tell someone, okay? Before it gets that bad. With something like that going around, it’s better safe than sorry.”

“I-“ Peter doesn’t bother trying to explain, again, why he can’t go to a hospital. He’s pretty sure it’s a blanket statement anyways. “Alright, May. I will.”

He finishes his food pretty quickly, realizing he’s going to be late if he takes any more time to dilly-dally, and kisses May on the cheek before running out the door.

He’s halfway to the train station when his phone buzzes, and Peter fishes it out of his pocket, squinting at the screen through the sunlight reflecting on to the glass surface. His eyes widen.

An alert. On one of the supply warehouses they had put video on. Peter dashes to a shadier spot, blocking as much light from his phone as possible as he pulls up the video feed.

A van, a _heating and air conditioning van_ , was pulled up to side garage door of this one. Peter watches as a man gets out of the car, wearing thick clothes and a hoodie. Peter spreads his two fingers across the screen and zooms in.

That face… _Herman._

“Ohhh, I got you…” Peter whispers, tilting his head up and mentally calculating how much time it would take to get there.

For a second, Peter backtracks, though. He hesitates. Should he go after them right now? Would it be a bad idea? He should wait, right? But he _can’t_ just let them get away. He’d be okay…he wouldn’t let himself get distracted, he knew how powerful the Shocker’s gauntlets were now.

Peter changes directions midway to the station, heading for the nearest alleyway as he fires off a text to MJ and Ned, letting them know he'd be late.

It would be fine. He’s got this.

 

~~

 

_I can do this,_ Peter thinks as he swings through the city of Manhattan, rocketing past windows, gargoyles, and rooftops, the February wind chilling his skin and raising goosebumps all over his arms. _This is easy stuff._

Well, not _easy_. Peter’s still used to mostly taking down car thieves and muggers, but he has caught the occasional mid-level bad guy over the past few months as well. He’s no stranger to danger (hah!) and this is no different.

So why is he so… _anxious_ , as he lets go of his final web line and lands with a _thud_ against the neighboring building, one of the locations he had planted a webcam at earlier. He takes a moment to catch his breath, his head pounding in the aftermath of exertion.

“Karen, scan the building and show me who’s inside,” Peter says, frowning.  To himself, he says softly, “Why the heck would they rob this place in the middle of broad daylight?”

_{There are seven occupants. Office hours indicate the building is closed for the weekend…I’m noticing the presence of a security system, however, it has been deactivated.}_

_“_ Well, that’s why, I guess,” Peter mutters, leaping from the building. He easily clears the few dozen feet between rooftops and lands on the adjacent edge of brick. It’s not a sky scraper, by any means. Probably only ten stories at the most, with multiple sections, each varying in height.

_{They are ascending to the fifth floor…}_ Karen says.

“You know what? Karen, that’s gonna be confusing. See, I just met another Karen, so maybe I should call you something else,” Peter says, as he jumps on to another section of the roof, looking for a way in that doesn’t include breaking windows or making a lot of noise.

_{You can call me something else if you would like…but for the record, I like Karen.}_ Comes the reply, and Peter feels thoroughly amused at that response.

{ _Sixth floor.}_

“I don’t get it, why are they going up? Shouldn’t all the supplies be down on the ground level?” Peter asks. He spots an air duct with a really old-looking grate. Easy to pull off without a lot of noise. He scrambled up to it, placing his fingertips on the edges, and pulls quickly. It snaps off easily.

_{Correct. Supplies and equipment are located on the first three floors. According to recent documents and floor plans, floors four through seven are designated office space, floors eight through ten are engineering, and executive offices on are on the top floor-}_

Peter’s eyes widen slightly. “Engineering? Oh… _oh_ , shoot, Karen would that be where they house all the designs and schematics for their equipment?”

{ _That is correct.}_

“Yahtzee!” Peter slides in to the vent and immediately attaches himself to the upper wall so as not to make a clanging noise on his way down. He frowns, feeling claustrophobic within the small space. All it would take is some guy to punch this thing the wrong way and- nope, not thinking about that. _We got over that claustrophobia thing, remember?_

Peter manages, after taking a few moments to breathe, to keep moving, taking the path that Karen has laid out for him. The building is divided in to two parts, one with less floors than the other. When he crosses in to the next section of the building, the one Herman and his crew are in, he comes to a cross section of the vents and changes directions _up_ , ascending the floors as quickly as he can. He doesn’t want to alert The Shocker and his cronies prematurely, allowing the possibility for escape, not on his watch. Not so they can make more weapons, or…whatever it is they are doing.

_{Eighth floor…}_

Peter changes direction again, squeezing himself past a pretty small junction and moving forward on his stomach, feeling the cold metal of the vent seeping in to his front. Peter stays as quiet as possible, using his sticky fingers to slide himself forward. He doesn’t have enough room to bend his legs enough and plant his feet. This feels a little undignified, actually.

_“_ Alright Mason, which one is it?”

Peter stops, turning his head towards an opening in the grate. He slides a little closer and peers through. There are a number of people that Peter doesn’t recognize, and Herman, all in the same room, but they are slowly spreading out. The Shocker is talking to another man, short in stature, and wearing a beanie over his head. Peter doesn’t think he’s seen him before, but the voice sounds familiar.

He regrets not looking over that footage from a couple months back like he said he was going to.

The shorter man looks around nervously, shaking his head as he shrugs. “It’s gonna take a little while to find the right document. But we need it, or else our runoff problem’s gonna be the least of our issues. Water just isn’t cutting it anymore. Look through the flat files, and I’ll uh…” He glances around, before walking up to one of the desks. “I’ll look through the computers.”

Shocker sighs, glancing at the two remaining men and giving the visual command. They immediately nod and go to the nearest flat file, pulling out the long drawer and searching through the contents.

“…I’m gonna be honest, this wasn’t what I signed up for when I agreed to help Toomes…” the shorter man says, glancing in the Shocker’s direction. “I’m more of an ‘in the office’ guy than an ‘out in the field’ guy, if you know what I mean?”

“Yeah well, Toomes ain’t here no more, is he?” The Shocker says, with enough of a subtle threat in his voice that the other guys shuts up and turns back to the computer.

Peter bites his lip and tries to think of the best way to handle the situation.

Seven people, four in this room, three in the other room…probably one still in the van…

All of them, with the exception of -what was his name? Mason? Peter stores that knowledge away for the future- all of them are armed. Not teeny little handguns, either. Shocker has his gauntlets, and one of the other guys has something that looks similar, but there are a couple with automatic weapons (or are they sniper rifles?). They look _bad_ , basically.

So Peter should do this stealthily.

Take out the stragglers first, the people who aren't as much of a threat. Peter remembers Matt telling him this, during a training session they had done about a month ago. Do it quickly, quietly. The last thing you want is an ambush, especially if your real target packs a powerful punch.

This applies to this situation, the teenager thinks. He doesn't want to be dodging gunfire in addition to that radial blast the Shocker has. Herman has shown before that he doesn't really care what kind of damage he does to the structures around him, or really… _the people_ either. Would he take out his own men to get to Peter? The teenager isn't willing to find out. He doesn't want any unnecessary casualties, not after… _don't think about that right now_.

He could use the vent to circle around to the other side of the room, separated by a fake divider. No structural support, but it offers a visual barrier. Peter might be able to take a couple of them out, get the weapons out of play. Then he can take the Shocker out without having to deal with everyone else. That'll still count as taking it easy, right?

Peter is feeling pretty good about himself as he turns and starts shimmying through the vents once again, going as quietly as he can. He feels like he's thinking things through more, instead of earlier in his career when he was jumping in to things unprepared and-

-He reaches up and grabs his head as the buzzing starts. The buzzing is different, sharper than before, more familiar. But it brings a powerful, painful punch with it, and Peter feels suddenly like he swallowed an entire ice cream cone and is dealing with the aftermath and the brain freeze.

A second later, he hears a snapping sound, a metallic ring. The vent he's in lurches dangerously, and Peter only has about .0363 seconds to mentally think, _are you kidding me_ , before the entire vent detaches from the ceiling and falls, crashing to the floor and taking out a couple desks with it. Peter yelps as the metal bends and caves in, leaving him in an awkward position, his arm all wrapped behind him and his knee up where his ear is.

Startled, panicked, he shakes his head and punches the wall out next to him, getting to his feet as fast as he can, staring at the room around him.

Shocker is sitting on his butt, having staggered back and tripped in the chaos, and the Mason guy is still sitting at the computer he had been at, fingers frozen over the keyboard, and staring at Peter in the Spider-Man suit with wide eyes. The five other guys? At the threshold of the doors, balking at him.

_Oh shit._

"Uh…put your hands where I can see them?" Peter tries.

" _What the Hell are you waiting for?!?"_ Shocker yells suddenly, and all Hell breaks loose. "Mason, get out of here."

"Oh God," Peter mutters as he dives behind the ruins of the metal vent. A spray of bullets goes through the vents like they are _tissue paper_ and Peter is miraculously able to roll behind a desk without getting hit. So much for doing this stealthily.

The headache is _real_ right now, trying to pull his attention from the fight, or rather, perhaps trying to pull his attention _everywhere._ He covers his ears against the _pop pop pop_ of the gunshots around him, each round bouncing around in his skull and rattling his teeth. He has to take those out, now, for his own sake.

He has a choice, he can stay under cover or he can jump out in to the open. Staying under cover gives him less of a vantage point but also less risk. Diving out means he can actually _see_ what he's doing, but he's more likely to get shot.

The choice is made for him, when he hears the charging of the Shocker's gauntlets. He pushes himself out of the way, jumping on instinct before the desk he's behind disintegrates with the shockwaves. He lands on the wall, cursing himself. _Keep moving, keep moving._

Peter turns and aims his webshooters at one of the armed men and manages to attach a web line to it, pulling the man forward roughly and ripping the weapon from his hand. He ducks down and rolls as bullets spray over his head, before pushing off with his hand and leaping on to the ceiling. Standing upside down, Peter sees Shocker grimacing from down below, and the four remaining people with guns re-adjusting their aim.

Peter is going to have to get in close and personal, he realizes, and without thinking too hard about it, gulps as he webs the ceiling and pushes off, swinging in a wild arc down, skipping across the ground and colliding with one of the men right as he's about to pull the trigger. The shot goes wild, up in to the air, as Peter webs him to the ground and skips up to the next woman, kicking her feet out from under her. Said goon goes down with a grunt, landing on her back, eyes fluttering.

_Holy crap, I did it, and managed not to get shot!_

Two to go, plus Shocky McShocker. Peter is starting to feel confident again.

"Hey, Herman!" He yells, shooting a web grenade at the man as Shocker reels back in an attempt to deal out one of those radial blasts. He grunts as the web surrounds him, nearly knocking him off his feet. Peter gasps and lets out a "woot!" as he hops from desk to desk. "Looks like you've still got miles to go before you get as up to speed as that other guy! What happened to him, anyways?"

Peter turns his head and drops down as one of the last two men, one who doesn't have a gun, shoots his own gauntlet at Peter. It isn't like the Shocker's weapon. Whatever it shoots is purple, obviously a variant of one of the alien weapons that Peter remembers seeing on the ferry and in the bodega. He watches the purple beam slice effortlessly through the fake divider, leaving behind a sizzling hole. Well, that's a new development. Yippee.

"Didn't your mother teach you not to run around shooting alien laser beams at people?" Peter calls out, standing up. He fires two webs at once, each on either side of the man with the gauntlet, and pulls himself forward like a slingshot. He collides with the man's chest and knocks him back roughly. Peter skips up to the wall and webs the man's hand to the ground. "I mean, it's cold out and all but I don't think that's what anyone meant when they said they wanted to be- _Ah!"_

Peter's head explodes and he nearly falls off the wall, barely managing to cling to the surface as he hears a large, percussive blast. His senses go wild, and the sound is… _too much_ , as he turns and sees that the Shocker has somehow managed to free himself from the webbing. He notices it just in time for the man's fist to hit the ground, at the same time Karen is warning him of the last remaining guy, pulling the trigger of his gun.

Peter makes a split decision to avoid the gunman, rather than the Shocker, and flips off the wall as the bullet buries itself in the stucko. At the same time, Shocker's shockwave runs through the ground, knocking everyone off their feet. The window glass in the building shatters, exploding outward, but still manages to rain down on the teenager some. The explosion rattles his head and his vision dims for a second, threatening to send the young hero into unconsciousness.

This is going downhill fast.

Peter groans and rolls on to his back, breathing fast and trying hard not to panic, to will himself to be able to see and hear straight again. The buzzing in his head feels like a jackhammer, only instead of being two stories away it's right next to him and -

_Look out!_

Peter opens his eyes to the barrel of a gun and smacks it away as a shot rings off. He gasps as the sound threatens to pull him under, but doesn't have the time to black out _, thank you very much_. Instead he kicks up wildly and manages to plant his foot against what feels like a jaw.

Peter crawls, as fast as he can, behind a desk and rests his head against the wood for a second, regaining his bearings. It's not working, not as quickly as he needs it to, and the reality of the situation is starting to sink in.

_Do not panic, Peter. Do not panic. All you need to do is beat the Shocker. Just one guy. Keep moving, don't get too close to the floor, and you'll be fine._

The pain in Peter's head worsens, and he jumps blindly as his instincts take over, pinning himself to the wall, then bouncing up to the ceiling, as another shockwave rings through the floor.

"Herman, smashing everything isn't going to solve your problems. Also, I'm pretty sure that's the Hulk's thing, and _man_ , you really don't want to get in a legal battle with that guy," Peter manages to yell, despite feeling way off kilter. Hanging upside-down makes it worse, and Peter finds himself swinging to the next wall just to avoid it.

Herman shakes his head and manages to chuckle, but Peter can see just how truly _pissed_ the guy is with the next swing of his gauntlet, which collides with a desk and sends it crashing for the young hero. Peter takes the opportunity that's presented to him, and webs the desk as it sails past him. He pulls it around in an arc and flings it back at Herman. The man's eyes widen at the realization that his attack backfired on him, before the desk collides with him, sending Shocker skidding across the floor, stopping just short of the broken windows.

Herman doesn't get up.

Peter lands on the ground with a small stumble, righting himself as he stares at the downed super villain (can he be considered a super villain? Is he big enough for that?). There's a moment when Peter's heart skips a beat, because crap, maybe he really hurt the guy…like _really_ hurt the guy.

Holding his head with one hand, Peter walks up to the Shocker, peering down at him. He crouches down as cautiously as he can, tilting his head. "…Karen, he's good, right?"

_{Heartbeat detected. He's just unconscious.}_

Peter sighs in relief, letting his head hang back as he stands up, leaning against the frame of the shattered, floor-to-ceiling window. Holy crap… _he'd won._ But it had been close. He closes his eyes and fights the dizziness that was left in the wake of his fight…it hasn't gone away, nor has the buzzing…in fact, it's just getting _worse_ … _Why is it getting worse…_

Everything suddenly cuts in to clarity, with laser focus, and Peter lifts his head. The man, the one he'd first disarmed _but hadn't webbed to the ground_ , standing a couple yards from him. His gun _, or a gun_ rather, is already raised. The transition, from disorientation to clarity must only take a millisecond, a _millisecond_ , for Peter to realize he needs to move. Move. _MOVE! In a screaming, instinctual reaction just as clear and unmistakable as back in the burning warehouse._

But it's a millisecond too late.

**Notes for the Chapter:**

> Oh, no! 
> 
> Til next time~


	7. Seven

**Notes for the Chapter:**

> Sorry this took longer than the others to do, especially with that cliffhanger. A big re-write happened for this chapter. In addition, I started work again, and on top of that, I'm moving this month, in addition to taking a three-day trip during one of those weekends where I ~SHOULD~ be packing. Here's to hoping I get it all done~
> 
> I just want to thank everybody for the awesome support I've gotten in continuing this series. I was speaking with my friend today and she helped me solidify my idea for the next story. Hopefully it will be more lighthearted than the others. 
> 
> I also want to thank, in particular, the people who comment on every chapter because I love seeing your lovely names pop up each time, and I love seeing that you're enjoying the fic as it updates *HUGS ALL OF YOU*
> 
> If any of you ever want to chat, I'm on tumblr as the same username, iustuscadens :D I don't reblog a lot of stuff, but meh.

**_BANG!_ **

Everything seems to kick in to slow motion in that moment.  He remembers trying to move, being in the middle of moving, actually.

But he was distracted.

He was slow.

He doesn't remember the moment of contact. He just remembers a whooshing feeling, like when you go over the lift hill of a rollercoaster. His stomach flies in to this throat and the world seems to spiral.

Then there's ringing.

And darkness, but only for a moment. Sooner rather than later, colors dance across his vision, fade in and out, in and out one more time.

There's a muffled sound, something high pitched, but strikingly different from the ringing. And that buzzing, that stupid buzzing… _ugh_ …

The muffled sounds have a cadence to them, an up and a down, and a natural flow. Distantly, Peter knows they have meaning.

The darkness fades out, replaced by light, bright and blue, and a blurry structure towering high overhead. There's a silhouette blocking half of his field of view. The muffled sound is coming from it…

" _-Kid…kid - "_

More ringing…

Then suddenly it all snaps back in to place at once.

" _PETER!"_

Peter scrunches his eyes closed and tries to open them again, wildly looking around as everything comes in to focus. He's suddenly aware that he's lying on the ground. It's hard to see through his suit. The eye lenses are cracked, creating a rather fractured-looking display. Up above him, he sees the vertical structure, the building he _used_ to be in. About three stories up, the windows are blasted out.

His back hurts. His…his _everything_ hurts, but in particular, the right side of his chest is in agony.

He tries to push himself up.

"Hey! No, just, _stay down_ , I mean it,” Comes the voice, pushing Peter back on to the ground. Peter has the good sense, finally, to look back at the blurry figure that had been yelling a couple of seconds ago.

It’s Mr. Stark. Mr. Stark is above him, his face slightly distorted in Peter's broken viewfinder. Slowly, Peter reaches up with his left arm and pushes the mask back to his forehead.

Mr. Stark looks… _afraid._

"Don't move, kid…" He says, and his voice sounds better than his face lets on. Peter has never seen that expression on the man before, and it serves to kick his heartrate up a notch. "You're gonna be okay. FRIDAY, get an ambulance-"

“…How did you…where?” Peter lifts his head a fraction anyways to assess what Mr. Stark means by 'okay', because the billionaire doesn't look convinced himself.

"Suit's programmed to alert me when your vitals drop below a certain point," Tony explains quickly, fussing with a spot on Peter's right side.

He glances down. Peter can't tilt his head well enough to get a good view, but he can see the original tear in his suit from the night at the warehouse. When the ninja had sliced across the front of his chest. That tear has been ripped open, and on the upper part of his chest, near his shoulder, the fabric is torn again, and _wet_. Blood. His blood. Peter groans and lets his head fall back. That guy…had shot him, then Peter must have stepped back or something…fallen out the window…Holy shit, _he’d shot him._

"…I thought this suit was bulletproof…" He manages to say, his words slurring together. It's hard to breathe. He thinks maybe he broke a few of his ribs, too.

" _Resistant_ , and it is, if the suit's _intact_ ," Mr. Stark snaps. "You know how hard it is to find bulletproof fabric _that thin_?"

Peter glances back up at the building. "Those guys-"

"Are gone."

"Gone…wait, no, _I've gotta-"_

 Mr. Stark raises his eyebrows and his eyes seem filled with _a desperate fury_ in that moment. "You've gotta do _absolutely nothing but stay down_. What the Hell happened, anyways?"

Peter sucks in a breath, trying not to cry out when he does, and shakes his head. "I--…I…couldn't…everything was just-"

The billionaire takes a steadying breath, before letting it out slowly, trying to hold in what Peter assumes is a very loud lecture. Which would make sense, considering. “You gotta do better than that, kid.”

Peter struggles with words, glancing past the man up to the sky, finally focusing on the window he had fallen through. It’s high…Peter wonders if he broke anything else besides just his ribs. He lifts his left hand gingerly, pressing it against his head. His thoughts are too scattered to put together any real, coherent thought. “I…tried to…but then, everything hurt, my head…buzzing…”

Mr. Stark becomes still at that, his expression slowly becoming stony. The realization on his face makes Peter feel guilty as well, and when he speaks, Peter can tell the man is _pissed_. "You lied to me."

Something dawns on Peter then, and it causes him to bolt upright, immediately regretting it. He cries out slightly, As Mr. Stark shifts back in surprise, then pushes forward in anger.

" _What did I tell you-"_

"Ambulance, you said ambulance…" Peter manages, cringing. Mr. Stark tries to force him back down, but Peter's strength beats his, even in this state. "I can't go."

“I know it’s risky, but upstate’s too far to fly in the armor in your condition and I don’t have the quinjet available. We’ll get you out of the suit and-“

"It’s not that, I mean, _it is_ , but-“ Peter struggles, shaking his head desperately. "I can't go to the hospital, okay? If they do any tests, they'll find out, I’m _different_ -…" He moans a little, curling in on himself. "I just _can't_ okay?"

Mr. Stark pauses at that, gritting his teeth slightly. “…God damnit.”

"Look, I'll be fine…I heal-"

" _Are you insane?_ " Mr. Stark yells, gesturing at Peter's shoulder. " _This isn't a little cut, Pete._ Look, I get it, _believe me I do_ , but I’ll…take care of anything that comes up. _Now, I'm calling your Aunt and you're going-"_

 _"NO,"_ Peter wails, his eyes wide. "No, _don't tell May_. You _can't_ tell May."

"I love that you're acting like you have any say in this right now," Mr. Stark says, grabbing Peter's good shoulder in an attempt to push him back down, putting a little bit of the Iron Man armor's strength in to it this time. It hurts, but Peter manages to grab the arm and keep it back. His vision feels a little dark at the edges, and Peter is aware of the warm spot around his shoulder growing.

" _Please, Tony…"_ He pleads, using the man's first name for once. It's a shitty way to bridge that first-name gap, but he's desperate. May was so distraught over Peter being Spider-Man, he couldn't imagine what would happen if she found out something like this had happened. He couldn't deal with that guilt. " _I can't do that to her, not after_ -"

Mr. Stark pauses, staring straight in to Peter's eyes and holding his gaze, silent fury threatening to make Peter cave. But he doesn't. The teenager stands his ground.

"I've lied to her before. It didn't end well," Mr. Stark says, his eyes breaking contact to glance at the wound on Peter's shoulder. "There isn’t a scenario here where she doesn’t find out. The hospital’s not gonna let me bring in some kid without-“

"No hospital," Peter says again.

" _Peter-_ "

" _No hospital,"_ Peter demands, grip tightening on the metal arm. Mr. Stark is glancing back and forth between the wound on Peter's upper torso and the teenager's own face, probably judging how serious Peter is about this, about whether dragging him kicking and screaming is worth it.

Finally, the Iron Man armor dissolves from his chest, filing itself away in to the small compartments of his watch, bracelets, and anklets. Tony curses violently, shucking off his jacket and pressing it to Peter's shoulder as he pulls the teenager up. Peter staggers with a groan, gratefully leaning in to the older man as he pulls the young hero towards the door of the roof section they are sitting on.

"You're gonna be the death of me, you know that."

~~

Peter is sure Mr. Stark makes the drive to the compound upstate in _record_ time, but the trip is the longest it has ever been to the teenager. He sits, curled up in the passenger seat with the jacket Mr. Stark had given him pressed firmly against his shoulder, trying really hard not to pass out, and trying even harder not to make any noise whenever the older man takes a turn or a corner too sharply. And for every noise he _does_ make, Mr. Stark curses under his breath and glances over towards him, conflict written all over the older man’s face.

"Stupid, stupid, this was stupid…" He says at one point, after reaching over and startling Peter awake. The young hero wasn’t even aware his eyes had fallen shut. "I never should have done this…"

Peter spends an unhealthy amount of time knocking that sentence around in his loopy brain, trying to decide if Mr. Stark meant driving here instead of taking Peter to the hospital, or ever investing in Peter as a super hero in the first place. Thinking back to what had happened today, to what Peter had said to Mr. Stark previously in the elevator, and all the lying he had done, it would make sense. Regardless of whether or not Peter was in the right, it could be argued that he's been nothing but a pain in the billionaire's ass lately…

When they do, finally, make it to the compound, Mr. Stark doesn't pull in to the roundabout parking area the way Happy had. Instead, he drives up a small driveway that leads to a garage. He doesn't bother using one of the parking spots, most of which are occupied by various vehicles, both sporty and tactical. Peter idly acknowledges each of them as the man blows past and drives straight up to the front, where someone is waiting for them.

Peter has only met Vision once, when they were fighting together in Germany. And by fighting together, Peter really just means he sort of saw the android every once in a while, while he was doing his own thing. Spider-Man never got the chance to speak to him, not after…well, he'd heard about Colonel Rhodes and what had happened…

The red and gray man is not wearing his suit and cape, but rather neat, khaki pants and a sweater vest over a button-up. He steps forward the second the car halts at the front of the garage and opens Peter's door.

"Mr. Parker," He says, crouching in front of the open door and glancing down at Peter's shoulder. Mr. Stark's grey blazer is soaked all the way through at this point, Peter can feel the blood seeping in to his fingertips. He feels lightheaded, dizzy. He almost forgets to acknowledge Vision at all.

"…Uh, Hi…"

Vision's eyes look so… _real_ , it's kind of trippy, to be honest. He assesses Peter with something that looks calculating but also, a little like worry. "My name is Vision. Let's get you to the infirmary, shall we?"

Peter nods dully as Mr. Stark appears behind Vision, having sort of magically managed to get around the car. Maybe Peter hadn't been paying attention. The android reaches forward and grips Peter's good arm as the teenager eases himself out of the car, taking a lot of his weight for him. Mr. Stark is instantly on the other side of him as soon as they clear the door, hand hovering at his back. Peter has to take a moment to push back the dizziness, before he's being lead up a small flight of stairs and down a white hallway, in to an elevator.

"Almost there, Pete," Mr. Stark says.

"…Sorry I bled all over your car," Peter mumbles, glancing down at the soaked jacket he's holding. "And your clothes."

"Don't worry about the upholstery, for God's Sake…"

The elevator door opens and Vision guides Peter forward, who would be lying if he said he wasn't dragging his feet. Fortunately, he doesn't have to walk very much further, because the next turn brings them in to the infirmary.

The word doesn't actually do it justice. It looks like a full medical facility to Peter. "Fancy."

"We wished to be prepared should a situation arise where we could not take our team members to a proper medical facility," Vision responds, his tone a little pointed.

Mr. Stark rolls his eyes. "Just help him up, let's get the suit off."

"Pardon me, Mr. Parker," Vision says, hovering his hand over the spider emblem on Peter's suit. The teenager blinks for a moment, before nodding and Vision taps the emblem, releasing the fabric from Peter's skin. He shrugs out of it, wincing as Mr. Stark peels the ripped parts away from his wound, and then he's being ushered to lie down on the bed in nothing but his boxers. Vision immediately brings a wedge-shaped pillow and grabs Peter's ankles, placing it under his knees so his feet are elevated.

"To help against shock," he explains curtly to Mr. Stark, who is rapidly tapping on equipment above the bed and bringing up holographic screens. The man's expression is stony, lips etched in to a deep frown.

It's an amazing relief to be able to lay down, and Peter sighs against the lightly-padded bed, feeling fatigue start to wash over him, start to wash out even the remarkably painful ache in his chest and shoulder.

"May I ask what happened?" Vision asks Mr. Stark, who has brought up what Peter assumes are vitals on the screen. A soft beeping begins to echo through the room. Pretty nifty, seeing as he doesn't have any electrodes or sensors attached to him…

"I’m not a hundred percent sure,” Mr. Stark says roughly. He snaps his head towards Vision. "Can you do this?"

"I have all the practical knowledge, and unlike a human, I require no practice to perform these tasks flawlessly…" Vision says. "We could wait for Dr.-"

"She wouldn't be able to get here for a few hours, and honestly-…I'd like to keep telecommunication to a minimum. Ross is already sniffing around, I don't need him finding out about the kid, alright?"

"…Ross?" Peter mumbles, glancing over at Tony. "S'that why you were in…New York?"

"Unfortunately," Mr. Stark answers in a clipped tone, as Vision comes back with what looks like a small tube attached to a plastic butterfly, wrapped in a plastic bag. Peter recognizes it as an IV line.

"Mr. Parker, your suit deflected a lot of the damage, but there appears to be shrapnel from the bullet lodged in your wound, I'm going to have to remove it…" Vision says sympathetically. "I believe the experience would be rather unpleasant if you were awake, so I would like your permission to give you a sedative."

Peter can hear his heart rate pick up the pace on the monitor at his head, and swallows thickly. "Uhm…"

"Trust me, kid, it'll be better. You'll wake up when it's over," Mr. Stark says. Peter glances over to the man, who has moved to the closest table. He's leaning forward against it, braced with his hands on the corners. Knuckles white.

Peter hates the idea of being forced to sleep, but sitting awake while someone pulls bits of metal out of his shoulder sounds just as bad, if not worse. But Peter's afraid, afraid he'll wake up somewhere else, or maybe someone will make some decision on his behalf-

"…Promise you won't call my Aunt?" He asks, his voice sounding a lot more slurred than he expected.

Mr. Stark sighs, letting his head dip and shaking it. He finally lifts it, leaning backwards slightly before saying, in an exasperated tone, " _Yes, I will leave your Aunt out of it._ Can we please do this before the he bleeds out on the table?"

"…O-okay," Peter says, and Vision wastes no time preparing and inserting the IV in to the top of the teenager's left hand. Despite having bigger pains pretty much _everywhere_ in his body, Peter still flinches a little at the prick of the needle, and takes in a shaky breath as Vision hangs the bag of saline above him. A second later, the android is attaching a syringe to the line and pushing the plunger.

"…Is this gonna work?" Peter asks in a whisper, trying to keep his hands from shaking. "I mean…other medicines like…advil and stuff, stopped working on me."

"We anticipated, with your advanced healing, that that might be the case. This is a twilight sedation, but this particular drug was designed for Captain America, who has a tendency to be resistant to certain sedatives. It should be adequate for what we are about to do," Vision answers, going so far as to smile a little for Peter.

Peter is still nervous though, feeling his vision start to swim. Glancing over at Mr. Stark, he sees the man turn away and pace a little, running a bloody hand through his hair, probably without thinking about it. Peter wants to say something, ask for some sort of reassurance, but anxiety and embarrassment clamps his mouth shut. He’s never been put under before. He hates the idea of being under the knife and waking u-

~~

~~~

~~~~

…

-Sound comes back to Peter first, a mix of beeping and what he thinks is maybe someone watching TV. It’s too quiet for him to pick up on at the moment. His head feels stuffed with cotton anyways, so he doesn’t try to.

Peter opens his eyes slowly, glancing around. The infirmary is as it was when he had walked in earlier, only the lights are dimmed now. Peter can see through the various glass walls that eventually lead to the outside of the compound. It was the late afternoon when they arrived, but now it looks as if the sun has long since set.

Mr. Stark is sitting in a very uncomfortable-looking chair, his phone propped up on a nearby table with the holographic image display up and running. He’s watching something with his arms folded and one fist covering his mouth, a serious expression on his face. Like the night Peter had visited him in his lab, there's a blue glow lighting up his face from the screen and Peter finds himself thinking that despite the fact that the man looks anything but happy, it would make another pretty neat photograph.

The teenager's mouth is dry, his chest aches, but in a very dull and distant way. In fact, his whole body feels a little disconnected, like he’s floating a couple inches above himself. It must be whatever they had given him to knock him out. Which returns his attention to the reason why he is here in the first place. He tilts his head down slightly to assess the damage.

He’s covered now with a couple of blankets, which makes sense. The infirmary isn’t exactly cold, but it’s not warm either. Peter also appreciates this for the reason that he has only his boxers on, if he recalls. His upper torso is wrapped in bandages diagonally crossing his shoulder. The padding is thicker near his collar bone, and Peter can just make out the red hue in the gauze on the edge of his vision. Peter lets his head fall back against the pillow.

His skull aches, but once again, it’ll a dull and distant ache. It’s also an ache Peter knows distinctly comes from trauma, not the headaches he’s been intimately familiar with the past couple of days. Maybe, he thinks (knowing it’s a silly notion), the bonk on the head will reset everything. Maybe everything will go back to normal.

His small movements are enough to alert Mr. Stark, who tilts his head up and immediately reaches for his phone, shutting off the hologram. He turns in his chair slightly. “Peter?”

“…Present,” Peter says lowly, smacking his lips together. They feel slow and heavy.

Mr. Stark pushes himself from the chair, walking over to Peter in socked feet. Peter notices this, and the fact that the man had since changed his clothes. He’s wearing jeans and a loose Henley (Well, not exactly a Henley, more like a very expensive-looking designer rendition of one). Peter hasn’t really seen the man in such casual wear before. Even in the lab, he was wearing casual clothes but they seemed more like…a uniform of sorts. Like, "this is Tony Stark official lab attire". Peter isn't one hundred percent sure that makes sense, his brain is refusing to provide adequate explanations for his observations.

“…You aren’t wearing shoes.” He says dumbly.

Mr. Stark comes to a stop at the bed, glancing down at his socked feet, before looking back at Peter. “No, no I’m not.” He says matter-of-factly.

“You seem like a shoe kinda guy,” Peter continues, the ramblings of his drugged mind beginning to take over. “Like maybe shoes are glued to your feet or something. And instead of taking off your shoes, you just unscrew your feet and screw on new feet.”

Mr. Stark lifts one corner of his mouth in a sort of half-assed smile. “I should record this.”

“I don’t wanna become a Vine, Rest In Peace,” The teenager laments, raising his left hand to drag across his face. He turns his hand over and inspects the IV as he does. Finally, he turns his head back to Mr. Stark. “How long have I been asleep?”

“A couple hours, it’s still the same day, don’t worry,” Mr. Stark replies, frowning. “I texted your Aunt for you, she thinks you’re here over the weekend for more fun science stuff. You’re welcome, by the way.”

Peter swallows. “…Thanks…”

“We’re going to talk about this,” Mr. Stark says simply, a reminder. “Tomorrow.”

Peter smirks a little. “So I’m not dying? Hooraaaay.”

“No, you’re not dying.” Mr. Stark says, clenching his jaw tightly. Peter’s smirk falls flat. "But you could have."

“…Mr. Stark…I’m-“

“Like I said, we’ll talk about it tomorrow,” The older man cuts Peter off, and Peter feels a little like he got slapped across the face. “For now, just rest up. I’ll check on you in the morning. And Vision’s around, he’s gonna keep an eye on you tonight.”

“I-…okay,” Peter mumbles. Mr. Stark nods, reaching a hand forward and quickly patting the teenager’s leg, before turning on his socked feet and walking out the door. Peter opens his mouth as the man turns the corner, ready to call out, but he doesn't know what he would say after, should Mr. Stark stop. So he keeps quiet.

Now alone, the infirmary feels large and menacing to Peter. He glances around the room a couple of times, probably more quickly than is mentally healthy, before pulling the blankets up to his chin with his good arm. It reminds him of the research lab in _Aliens_ , the one where Newt and Ripley get attacked by the facehugger. The strange, under-water feeling from the drugs doesn't help either…

He falls asleep dreaming of squirming, spidery-scorpion aliens and katana blades.

~~

When Peter wakes up again his head is clearer.

This unfortunately means he's also in a lot more pain.

The infirmary is brighter than it was last night, with the sun shining in through the windows and illuminating the open space. Peter squints against it, before turning his head the other way and sighing. His head aches in a "I cracked it on the ground when I fell off a building" way, and the whole right side of his torso isn't doing much better. Peter gasps a little when he tries to sit up and feels the sharp pain run from his neck all the way down his arm.

"I wouldn't do that if I were you."

Peter blinks, turning his head slightly. He can't see who it is, but thankfully he doesn't have to turn any farther. Vision walks in to his field of view a little later, holding a cup of water in one hand, and two pills in the other. He smiles sympathetically.

"For the pain," He says, holding both hands out to Peter.

The teenager stares at Vision for a moment, because unlike last night, when he was about two seconds from passing out, he now has time to really appreciate the fact that he's talking to another Avenger. The most superior AI on the planet and arguably, the most superior _being_ on the planet.

And he's handing Peter pain pills and a glass of water.

"…Th-Thanks…" Peter says, reaching out with his left hand and taking the pills. He pops them in his mouth before reaching back over and taking the glass, pressing it to his lips slowly.

"You're welcome," Vision says politely, moving away from the bed for a moment. Peter follows the android with his eyes for as long as he can, still clutching the glass of water. He takes a few more tentative sips, his mouth and throat thanking him, and realizes how freaking _thirsty_ he is.

"Vision?" Peter finally asks, "Uhm…what time is it? And…day…?"

"It's about eleven-thirty A.M., and it's Sunday," Vision replies, coming back in to view.

"Oh man…" Peter says softly, sighing. "MJ and Ned are gonna _kill_ me…" Peter had completely missed the visit to the hospital with his friends, and the meeting with Matt, as well. Now, with Mr. Stark privy to something being wrong, Peter was, on all accounts, pretty screwed. 

"Are they your friends?" Vision has something in his hands, Peter realizes, a needle that he's screwing in to a plunger. He's brought a whole tray with him, actually, with a few vials, some gauze, and a rubber strip. Peter's had enough blood tests to recognize what the kit is.

"Uh, Yeah…Hey…what’s with the blood test?" Peter asks, setting his glass down on the small, bedside table.

Vision pauses what he's doing, glancing up at Peter, before looking down at the syringe. "Mr. Stark requested some tests be run."

"…Tests?" Peter echoes, "What tests? Why?"

"Precautionary ones," Vision says reassuringly. "For future incidents. After you were put under, we realized that your ability to heal seems to surpass that of Captain Rogers. The next time you are treated here, it would be beneficial to be more prepared." There's a slight pause as Vision sets the tray down next to Peter's glass of water. "I'm also testing for any potential illnesses…Mr. Stark mentioned you were sick-"

"I'm not-" Peter starts, about to argue with the android, but stops himself with a frustrated sigh.

Vision turns his palms upward in a casual gesture, shrugging slightly. "In any case…" He reasons, "It will at least give us a sense of how advanced your healing abilities actually are."

Peter presses his lips together, nodding slightly. He would be lying if he said he wasn’t curious…Peter had tried to look at his blood under a microscope at school once, but unfortunately, the equipment just wasn’t powerful enough. He could see enough to know his blood wasn't normal, but that was about it. He bites his lip gently. "…Can…I see the results?"

Vision smirks a little at that. "Certainly. After all, it is your blood."

Peter allows the Avenger to take his left arm when he gestures for it, and watches as the blue rubber band is tied around his bicep, enough to be slightly uncomfortable. Peter has never been a fan of needles, though he's used to it. He used to get sick so much as a kid, he'd developed both a fear and a tolerance to it at the same time, if that was even possible. Anxiety running up to the event, but ultimately, the actual blood drawing was never that bad.

When he's done, Vision labels the vials and takes them over to another table in the room.

"You can rest again if you would like," he says, "Heal your injuries."

"…What exactly did those end up being, again?" Peter asks softly, stretching out his jaw as a yawn comes on. He gasps a little, cutting the action short, upon the acute pain in his chest.

"A fracture of ribs two, three, and four on your right side, for starters," Vision replies, turning his head towards the teenager, before going back to what he is doing: placing the vials in some sort of centrifuge. Peter can't turn his head enough to see, and doesn't quite care to at the moment, anyways. "Courtesy of the gunshot wound. The suit managed to deflect a large amount of the damage, but because of the tear in the torso it wasn't as effective as Mr. Stark originally designed."

"…Right…" Peter breathes. Well, so much for fixing the suit himself. Though he still had to commend Ned and MJ for their stellar help.

"And preliminary scans suggest a concussion…" Vision's voice becomes a little more pointed when he says, "All things considered, I'd say you're doing well. Though more rest, I imagine, would do you little harm."

Peter looks at the small prick in his arm, noticing it already looks hours old, and rests his head back against the pillow. He fights the heaviness of his eyelids, knowing he had to have slept for at least ten hours. Plus, there are other things on his mind, things he wants to know…

"…Vision?" Peter goes for the android's attention once again, picking at some stray pills on the blankets with his good hand. "…Is Mr. Stark…uhm…" He turns his head towards the Avenger and scrunches up his face slightly. "…on a scale of one to ten, how mad is he?"

Vision glances off to the side, as if considering this, letting his hands come up in front of his torso, placing each of the tips of his fingers to the corresponding ones on the opposite hand. "Mr. Stark-…"

The android makes a motion that on a normal human might be a sigh, but doesn't actually exhale a breath. Instead, he walks back to Peter's bed. "Mr. Stark…tends to cover up his anxieties with more intense emotions, such as anger, and action. Or so I have observed."

Peter bites his lip. "…Meaning…?"

Vision smiles at Peter. "He is worried. I quite think he might have gotten more than he bargained for, with you."

"Uh…" Peter furrows his brows together slightly. "Oh."

"I mean to say, it might be beneficial to take his initial reactions with a grain of salt," Vision continues, holding up a small, black piece of cloth, with a strap attached to it.

"What's that?" Peter asks.

"A sling, for your arm. In case you decide to leave the infirmary. I have business to attend to elsewhere in the compound, and I've been told you have a propensity for failing to listen to instructions," Vision says with a bit of a smirk. Peter feels his cheeks heat up.

"…Right."

Despite not wanting Peter to leave, Vision helps the young hero in to the sling anyways. The teenager's shoulder aches terribly, but he refuses more pain meds, not wanting to fall back asleep. Vision takes the IV out of his arm carefully, then brings him some clothes. They're plain, grey sweatpants and a sweatshirt, obviously workout clothing. It takes some very uncomfortable maneuvering to get his arm in to the sweatshirt, and once he does, Vision helps him adjust the sling around his arm. It's uncomfortable and annoying, but Peter's sort of grateful he has the reminder to keep him from accidentally using his damaged limb.

"…Vision?" Peter calls the android's name one last time when he's about to leave. The Avenger pauses mid-stride, turning his head towards the teenager. "…It was nice to meet you, and uh…Thank You."

Vision smiles and nods once at Peter. "You're very welcome, Mr. Parker. It was a pleasure. Try…to be more careful from now on though."

Peter nods slightly.

"And…" Vision adds, turning slightly to face Peter at the threshold of door. "If I may put forth a suggestion going forward: honesty. In my experience, it tends to be an invaluable resource. Deception, even with the intention of goodwill…creates conflict."

Peter doesn't know what to say to that, and later, will feel a little embarrassed that he said nothing. As it is now, he just stares as Vision turns and leaves the infirmary, tracking the avenger's movements through the glass walls until he is no longer in Peter's sight.

With the IV gone, the pain medication wears off almost immediately, and the pain pills don't seem to do a lot, much to Peter's chagrin, but it's not as bad as it had felt the previous day. Still, Peter finds himself too restless and distracted by the discomfort to just sit around the infirmary and rest as asked. Plus, the entire place feels a little unnerving. Peter never liked hospitals, or doctor offices, having been to them so much as a kid. He isn't a fan of being in them longer than absolutely necessary. So, after about an hour, he's already looking around for his stuff. It isn't much, he never takes a lot with him on patrols. Just his phone, the suit, and some money for the subway he'd planned to take to visit Flash in the hospital. After the five minutes it takes to realize that none of them are in the infirmary, Peter finds himself walking around the compound.

He has only been here three times before. Once on the way back from Germany (before the remodel), and the other when he had turned down the invitation to be an Avenger. Then, the night Mr. Stark had taken him to his lab. The facility is big. Bigger than it looked on the outside, if that was possible. Peter finds himself feeling a little lost, navigating his way upwards from the infirmary, glancing through conference room doors, and trying to find his way back to the big main room he'd found himself in last time he was here. He finally stops near the end of a hallway, sighing and resting against a wall, pushing away the urge to rub at his sore shoulder.

That's when he hears voices, echoing down the hall from around the corner. Peter shuffles up to the edge of the wall and pokes his head out a bit, glancing down the length of corridor. It doesn't go much farther, opening up in to what Peter thinks is a much larger room. Standing in that room is Mr. Stark, his arms folded and wearing a deep frown. He's engaged in a conversation with another man, tall, salt-and-pepper hair, wearing a dark blue suit and seriously looking like someone Peter wouldn't want to mess with. Furthermore, Peter recognizes the man. It’s the Secretary of State.

Whatever the conversation is, it's too quiet for Peter to pick up, annoyingly. So of course his senses were ridiculously heightened at school, but weren't working for him when he needed? Awesome. It may also have to do with the way the voices echo off the glass in the hallway, or the fact that Peter still feels a little fuzzy from his concussion-

But body language, Peter can still pick up on that, and neither of them look very happy. In fact, they both look pissed, and territorial, each standing ram-rod-straight, as if challenging the other. Finally, the other man, Ross, turns and leaves, and Mr. Stark shakes his head, running his hand through his hair and sighing.

Peter suddenly wonders if Ross was the reason why Tony had seemed stressed out the night he had brought Peter here last.

The teenager doesn't know if it's a good idea to come out from the corner and make his presence known, but he finds himself doing so anyways. He hasn't seen Tony most of the time he has been here, and the last two times they talked left Peter feeling, well, _lousy_. He's conflicted, feeling in one way like he wants to avoid the billionaire altogether, and in another, needing to know if the man is mad, and more importantly, what he's going to do about it…

"…Was that Ross?" Peter asks, already knowing the answer. Mr. Stark turns towards Peter sharply, obviously not expecting him. His eyes are a little wild, and he immediately gives Peter a once-over, taking in his clothes, the sling, then landing on his face.

"Jesus, kid-" He breathes, before putting on a disapproving expression. "What are you doing up?"

Peter shrugs, trying really hard not to grimace when he does so. "Honestly? I, uh, am not a fan of hospitals. Or, I guess, infirmaries. Just-…generally, medical things." When Mr. Stark looks unconvinced, Peter throws up his good hand. "I feel better though! Really, I mean, I'm tired, and my shoulder hurts, but-…I was going a little nuts just sitting around."

"Uh-huh…" Mr. Stark says, watching Peter closely. He seems to be assessing the teenager for himself, not willing to trust Peter for his word. The thought makes Peter's stomach sink, all the while another part of him feels challenged, rising in annoyance. "You hungry? Come on."

Mr. Stark turns on his heels then, walking away from Peter, towards an elevator. The young hero blinks slightly, taken a little off guard by the man's reaction, before cautiously following him. Mr. Stark is silent as he reaches the elevator, which doesn't actually have a button. The doors simply open for him, which Peter thinks is pretty damn cool, and they both step in to the small car.

"Top floor," The older man says curtly, and the car starts moving. Peter stands awkwardly in his spot in the corner, feeling a sense of déjà vu from Friday night at the restaurant. He can _feel_ the cold shoulder Mr. Stark is giving him. Peter thought maybe he had misinterpreted it the night before, but it is evident now. He doesn't know exactly what to do about it, doesn't exactly know what Mr. Stark is mad _about_. There are, after all, a couple of reasons that are possible. The fight at the restaurant, refusing to tell Mr. Stark that he was 'sick', and getting shot on patrol. He could ask, but bringing it up means having to talk about it, and Peter would rather not right about now.

They finally exit the elevator after what seems like an eternity, Tony immediately walking out, and Peter trailing behind more slowly. The floor they are on now must be some sort of communal space. There's chairs, couches, and a rather large kitchen in the corner, situated diagonally facing the rest of the space. It's sleek and homey at the same time, and Peter thinks, maybe this is where the Avengers used to spend their down time, provided they had any.

"…Awesome…" He says softly, as he follows Tony.

"Take a seat wherever you want," The man answers, walking over to the kitchen. "Coffee? Scratch that. Water? Soda?"

"Just-…water, thanks…" Peter says, glancing around the room. He decides to sit to the small sitting space closest to the kitchen, down in a comfy-looking yellow, couch-like chair. He tilts his head to the side, stretching the sore muscles in his neck, trying to readjust the sling without moving too much. "…Uhm…so, why was Ross here?"

He's trying to break the tension, any way he can, though bringing up the very heated-looking discussion he'd witnessed doesn't seem the way to do it. But what else can Peter talk about, other than the elephant in the room?

Mr. Stark is busy pouring himself a cup of coffee. "He takes it upon himself to come down here every couple of weeks and try to intimidate me in to doing whatever he wants. It's as aggravating as it is entertaining. Today was about my very sudden disappearance from our meeting Saturday."

Way to stumble on to the conversation you were trying to avoid. "…I thought you guys were on the same side…" Peter points out softly, hoping to re-direct.

"We are, at least on paper," Mr. Stark says, turning and coming back towards the seating area. He takes a quick second to locate where Peter decided to sit, and takes a seat across the table from him, after handing the teenager his glass of water. He watches as Peter gulps down half the glass in one go.

"On paper?"

"It's all politics," Mr. Stark answers vaguely. "Plus, he doesn't exactly trust me anymore, after the others escaped."

Peter blinks. "He thinks you did that?"

"Probably. I definitely didn’t help the situation."

"Wh-…" Peter wonders, not for the first time, _what really_ happened in Germany. It's not like he had actually been told, it was all confidential stuff. Just that Captain America had gone off the deep end and taken half the Avengers with him. They were refusing to obey the law, and they had to be stopped to protect the lives of others.

Now that Peter thinks about it, he realizes how ridiculously uninformative that is. He'd been so starstruck at the prospect of getting to fight alongside Iron Man, that he'd stop asking questions at the phrase, "We could use your help". Since then, he'd realized a lot of things, learned a lot of lessons, one of which was that not everything was as simple as it seemed.

And that, unfortunately, people weren't always what you thought they were.

"It's in the past," Mr. Stark says, his eyes on his cup of coffee, just as Peter is about to open his mouth to ask. Tony's tone is laced with something darker than Peter is used to, something that tells the teenager that, despite his curiosity, right now isn't the time. "And the least of your concerns right now."

Of course, then Mr. Stark turns his gaze on Peter and the teenager wishes _he had_ asked, just so he doesn't have to deal with the conversation he suddenly knows is about to happen.

"Mr. Stark, I really don't want to-"

" _Yeah, listen_. That's not going to work, kid. This song and dance, where I ask you a question, or tell you to do something, and you're not straight with me? I'm getting _real_ tired of it." Tony places his cup of coffee on the table, glaring at Peter. "This isn't a _game_ , Parker."

Peter clenches his left fist in to the loose portion of his pants, trying push down the anxiety and frustration that are bubbling up inside him. "I know it's not a game."

"Are you sure?" Mr. Stark challenges, and Peter bites the insides of his cheeks.

"Yes I'm sure!" he exclaims. "I'm taking this seriously, _okay?_ I don't know what you want. Isn't getting banged up part of the job?"

"I want you to take _yourself_ seriously," Mr. Stark throws back. "And I want you to stop lying, okay? This doesn't _work_ if you lie to me constantly, kid."

"I'm not-"

"Don't." Tony makes a point of pointing his index finger at Peter accusingly. "You almost _died_. You were _lucky._ Lucky that bullet hit where it did, lucky the suit held up at all, and lucky you only fell three stories instead of _eight_. And we both know, that you went in to the building less than one-hundred percent. So tell me, how is _that_ taking this seriously?"

Peter doesn't answer Mr. Stark this time. He stares firmly at the ground, wringing his hands together nervously. The feeling of anxiety has spiraled, filling his chest and making him feel trapped. He starts bouncing his leg a little, nervously, against the floor.

Eventually there's a long, heavy sigh, and Peter sees, from the corner of his vision, the billionaire sit down at a chair next to him, instead of across from him.

"Look, Peter…"

Peter swallows, before glancing up at Mr. Stark, who looks even more tired than he had before, if that's possible. Peter hears, involuntarily, the words Vision had told him earlier in the day.  _I quite think he might have gotten more than he bargained for, with you._ Shame finds its way in to the dark, twisting knot in his stomach.

Tony's hands are clasped tightly, resting between his legs somewhat in a sign of defeat. He gives Peter a thin smile, shaking his head as if at a loss. "I'm really trying here. You've got to give me _something._ " Then he actually chuckles, letting his head tilt back as he glances at the ceiling. "You nearly gave me a heart attack, kid, _so please_ , tell me what's up so I can _help_ you."

Peter watches Mr. Stark for a moment, his expression as blank as he can keep it. Under the surface, there's a war brewing inside his chest. Part of him wants to tell Tony _everything_. Just lay it out, all in the open, no more secrets. Man, he's getting _tired_ of keeping secrets. The other part of him, however, is still angry. Is still unwilling to accept that Mr. Stark means as well as he says. And even if he _does_ , does it extend to Matt?

Telling Mr. Stark what has been stressing Peter out, what has been happening to him, puts Matt in Mr. Stark's radar. Peter is not naïve enough to think that Tony doesn't already know about Daredevil, but to disclose that Spider-Man is working with him is…Peter simply won't do that. Not to a man who has done so much, offered so much, to Peter. A man who trusts him with a secret Mr. Stark couldn't possibly understand. The billionaire lived his life in the spotlight, didn't have a secret identity, and had the power to protect the ones he loved. He lived in a world so far up above people like Peter and Matt that Peter doesn't know if he'd be able to get Mr. Stark to see how important it was that Matt had trusted him like that…that Mr. Stark would understand the meaning of that gesture.

Peter wasn't one-hundred percent sure what the signing of the Accords meant for other vigilantes, including himself. Perhaps the Accords only pertained to the Avengers, but Peter was smart enough to understand a _little_ about politics, even if others didn't think he did. The accords symbolized a changing view towards people like him. Peter doesn't know if Mr. Stark would allow Daredevil the benefit of the doubt, and even moreso, he doesn't know _if Ross_ would. Ross, who was keeping an eye on Mr. Stark.

It was better, for _everyone_ , if Peter didn't confide in Tony. So it was also imperative that Peter get the billionaire off his back.

"…There's something going around the school," Peter blurts out, thinking as quickly as he can with a concussed brain. "Everyone is getting sick, so I-…I've just been really stressed out."

As soon as the lie-but-also-truth comes out, it starts to make more sense in Peter's head. Especially with the attention that it draws from Mr. Stark, who straightens in his spot on the couch, concern lacing his expression.

"People at your school are getting sick?"

The teenager grabs hold of this and uses it, feeling spectacularly guilty for doing so. "Uh, yeah…some people are in the hospital. I was actually supposed to be meeting my friends to go visit one of our classmates when I saw the break-in." Peter bites his lip. "I guess I was distracted."

"How many?" Mr. Stark asks, his tone indicating he's fishing for information, calculating in his head, but the manner in which he asks is softer than it had been.

"…Probably a couple dozen? I don't know, to be honest. They don't know what it is," Peter admits.

Mr. Stark's eyes narrow slightly, before looking away from Peter and scanning over the ground, back and forth. He obviously isn't focusing on anything, working on some internal problem in his own head, before scoffing and waving a hand up at Peter. "Come on, let's go."

"Where?" Peter asks warily.

"To the lab, to look at those test results." Mr. Stark wastes no time getting up and moving towards the elevator once again, barely waiting for Peter.

"Mr. Stark, I'm not-"

Tony turns on his heel and gives Peter a hard stare, hard enough to freeze the boy in his place as he takes a step to catch up. The billionaire spreads his arms with his palms up, an incredulous expression on his face. As if to say, _are you kidding me right now?_

He's right, though. As far as he knows, it makes perfect sense: Peter having headaches, Peter throwing up at the restaurant, getting distracted during a fight. Fighting the man on this makes no sense. So Peter sighs, then nods, before following Mr. Stark back towards the elevator.

~~

Peter is not prepared for how thorough Mr. Stark is.

It's well in to the late afternoon by the time they are done, and the sun has nearly set on the horizon. Tony comes up with a rather long list of tests to run, most of which he won't know the answers to until he can confer with the Avengers' personal doctor. Tony grumbles about this through the entirety of these tests, which include more than a number of head scans, sensory tests, and the results from the blood draw Vision did on him earlier that day.

Peter sits quietly and takes it, feeling guilty for taking up resources, but at the same time, curious to the results. It would be interesting if, after all this time, he actually _was_ sick, just fighting it better than the others, but he's pretty sure that isn't the case. Not after that last fight with the Shocker…

He's almost certain now, that whatever is happening to him is the same thing as what had happened with Matt when they were fighting the Hand. The only thing he doesn't know is _why_ it was affecting him so differently. And why _now_.

"…This is…well, I'm not as much as an expert on this as Bruce was but…" Tony mutters, staring at the scans of Peter's blood, as well as the DNA model FRIDAY had reconstructed. "I gotta say, this is pretty extraordinary."

Peter watches the molecular model of his DNA, certain sections of the helix highlighted in red to display parts of him that were re-written after the spider had bit him. It's the first time he's ever been able to see what had _actually_ happened to him, on the more scientific, biological level. The teenager finds himself scooting off the bed to stand next to Mr. Stark, looking over the results himself. Peter's decent at tech, but _biological physics_ is his true passion. This is…well, this is right up his alley. He'd theorized what had happened to him before, but _seeing_ truly is believing. A significant portion of his DNA had been spliced together with that of a spider's. To the untrained eye, it wouldn't look like much. After all, a large difference, and he wouldn't remotely resemble a human anymore. But it's enough, in the right spots, to explain the changes in his biology.

"It's sort of a miracle you didn't end up with any extreme, negative side effects," Mr. Stark murmurs, shaking his head with a rueful chuckle. "Or that you survived at all. How did you say this happened again?"

"…I was bit by a spider…" Peter says distantly, lost in thought. Negative side effects. _Hopefully_ , that's not what this is. Hopefully he's _right_ about his theory, and not _dying some delayed, horrible death._ "It's…stable, right? The mutation?"

"As far as I can tell."

That, at least, gives Peter a little bit of relief. "And…everything else? Can you tell if I'm sick?"

"I can't," Mr. Stark says, shaking his head as he lets his hand drop to the table. "I mean, aside from the obvious, spider-infused DNA, everything checks out. There's nothing there to explain your symptoms."

"…So maybe it is just stress." Peter says softly, once again, feeling a little relieved, but also frustrated. How convenient would it be if the tests had magically explained this strange, sensory overload? But Peter had never really expected it to be that easy.

"Maybe," Tony admits in a frustrated tone, "But, like I said, I'm an engineer. I can only make an educated guess. Extremely educated, but a guess nonetheless. I'll have Dr. Cho take a look at it. She's the real expert." He turns to catch Peter's apprehensive expression. "She's worked with us for years, and completely trustworthy, I assure you. I won't leave any of this laying around." He motions towards the screen of Peter's medical results, frowning. "It's…not something I'd like the idea of anybody getting their hands on, with or without your identity attached to it. _Especially_ Ross, given his history."

"…What's Ross's history?" Peter asks, unable to quell his curiosity.

Tony hesitates, tapping his fingers against the table, before letting out a conflicted groan. "He, uh…was involved in a program that was attempting to replicate the super soldier serum that made Rogers what he was. It's the project that turned Bruce in to the Hulk."

Peter stills slightly.

"Like I said, I'd prefer it if he didn't find out about you," Mr. Stark echoes the sentiment he had made to Vision the previous day, before waving his hand at the screen. "F.R.I.D.A.Y., store this on my private server."

_{Sure thing, Boss.}_

The idea of someone coming after him with the purpose of seeing what made him tick wasn't something Peter had failed to think of before. In fact, it was one of the main reasons he'd kept his powers secret in the beginning. But it was a more _abstract_ kind of danger. Actually _knowing_ someone who would do such a thing brought the danger front and center. Peter tries not to let the worry show on his face.

"In the meantime, no Spider-Man," Tony says then, turning his head to Peter, who blinks as he's ripped from his thoughts, a plummeting feeling in his chest. "Not until I get confirmation everything _actually_ checks out."

"What?!? But I didn't-"

"I need to keep the suit to fix the damage you _won't tell me about anyways_ ," Tony interrupts pointedly. "And you said yourself, you're distracted. And you're _injured._ You don't have any business being out there right now."

"You can't just-"

"Can't _what?_ " Mr. Stark challenges. "Can't _just show up and act like we're good?"_ Peter's brain stumbles a little as his own words are thrown right back at him. "You're right. We're _not good._ You _lied,_ kid. You got yourself _hurt._ And lucky for you, I'm _fine_ being the bad guy if it means keeping you alive. So if you aren't going to make responsible decisions, I'm going to make them for you."

Peter grits his teeth, glancing down at his feet, willing himself not to shout. The anger is palpable, an almost tangible substance he could reach out and touch. He looks up, glaring at Mr. Stark.

It's not like he isn't _right_. Some part of Peter knows this. He shouldn't have run in to that building in the condition he was in. But still he-… _hates being treated like a kid the man is scolding._

At his lack of response, Mr. Stark nods once, then turns back in his chair. "Alright. Then that's that. We'll get your stuff and I'll take you home."

"Why not Happy?" Peter asks, with a bit more bite than he meant. He finds he doesn't care. _Good_.

Mr. Stark turns an irritated eye towards Peter, before standing up and walking past him, towards a closed shelf on the other side of the lab. "Happy is currently enjoying a much-deserved vacation far away from here. Also medically necessary, if that cardiogram really is accurate."

Mr. Stark opens door on the shelf and pulls out a small bag with the teenager's stuff: phone and earbuds, along with the money he's stuffed in his suit for taking the train to the hospital and food later with the gang. The man walks over and hands the pile to Peter, who stares at his blank screen.

"You had this the whole time?"

"Like I said, I needed to text your aunt for you. Once again, you're welcome," Mr. Stark answers in a clipped tone. Peter grimaces.

"…You aren't going to tell her, are you?"

Mr. Stark turns around, folding his arms over his chest, expression stony. "Not until I get the results back."

Peter nods, glancing down at his stuff, before pocketing it. He could argue, but he doesn't see the point.

Peter is allowed to keep the grey workout clothes he'd worn while at the compound, but gives back the sling as to avoid suspicion with his Aunt. Mr. Stark obviously thinks the teenager should stay another night, but Peter shoots the suggestion down as soon as it leaves the billionaire's lips. It's a school night, after all. His Aunt wouldn't have it. So the two of them make their way to the car, Peter shuffling his feet slightly, not used to working without his usual stamina. Vision seems to appear like some sort of ghost right as Peter makes it to the garage. The android shakes his good hand and smiles.

"I look forward to seeing you again soon, under better circumstances, of course."

After parting with Vision, Peter gets in to the car slowly, sliding in to the passenger seat and glancing at his phone with a sense of growing dread. He is painfully aware that he hadn't checked in with anyone in _days_. He _doesn't want_ to check his messages, but it's better to just get it over with.

The young hero blinks and hits the power button on his phone, glancing at the notifications page as it powers up and things start to filter in. He is sure he has tons of missed calls, judging by the voicemail screen. And between Ned, MJ, and Matt, about forty text messages. The most recent, the ones floating at the top of the screen and glaring out at him, read:

_Received DD {You're starting to worry me, kid. Pick up.}_

_Received Ned {Dude please don't be dead}_

_Received MJ {Peter where the fuck are you?}_

He lets his phone fall in to his lap and covers his face with his hand. From the driver's side, Tony looks at Peter. "What's up?"

"…I uh, missed a couple things this weekend and my friends are freaking out," Peter mumbles through his hands. He feels Tony lean over, and it doesn't occur to him until it's too late what the man is doing. He gasps out, "Don't!" just as Tony plucks the phone from him and reads the messages.

"Wow, that surly girlfriend of yours is pissed," Tony says, causing Peter's cheeks to heat up until they are on fire.

"She's not-!" Peter starts, reaching across the car. Mr. Stark grins, as Peter's phone pings. "Who's 'DD'?"

Peter grabs the phone from Mr. Stark a little more forcefully than he means to, causing the man to give him a suspicious expression as Peter scrambles to check the message.

_Received DD {Your friends are worried. Pick up, before I show up at your door.}_

"It's-uh…it's…" Peter's heart is hammering in his chest. "Just a classmate. We were supposed to study. We have a test tomorrow, for…chemistry."

"Don't you and Ned have that class together?" Tony asks, and Peter stares at him because damn, okay, the man apparently _does_ keep tabs.

"Yeah? So? Ned isn't the only one in my class," Peter replies bluntly.

Mr. Stark narrows his eyes at Peter slightly, but doesn't push it, turning the car on and backing out of the driveway. Peter sighs in to the seat, staring down at the text messages and finally firing off apology texts to both MJ and Ned, letting them know he would call them both when he got home and explain everything. In addition, he sends a text along the same lines to Matt.

His thumb is getting tired from texting one-handed by the time they reach the end of the road the compound is located on, and as Mr. Stark turns on to the main highway, having seemed lost in thought, or suspicion, the entire time, he finally asks, "So, is 'DD' your girlfriend then?", with a cheeky grin.

It's the first time Peter's ever considered punching Tony Stark.

**Notes for the Chapter:**

> A longer chapter for you all cause I love you! I originally had Tony and Peter have their heart-to-heart in this portion...but it felt like resolution without having worked for it, so instead, MORE CONFLICT! WOOHOO!!! 
> 
> Also, this story was supposed to be like...maybe 30K when it started, and I'm now realizing it will probably be close to 100k. Um....
> 
> I'm gonna try to kick out at least one more chapter very soon. Because of how busy I am, the next updates might come slower. I am almost at the end of my draft now, meaning instead of re-writing, I am just...writing from scratch. So that will...lengthen the process. I'm sorry!!! :(


	8. Eight

**Notes for the Chapter:**

> I'm a TERRIBLE TERRIBLE TROLL. I said this was going to take a few days to get out, but honestly, when I was doing my initial read-through, I realized this chapter didn't need many tweaks, so I just knuckled down and made my edits. It didn't seem right to just hold on to it to what...space out chapter updates. Meh. SO HERE YOU GO!!!

Peter manages to get through the door of his apartment, greet his Aunt, and make it through dinner without causing any suspicion, despite being ridiculously tired and in more than a lot of pain. The car ride home had been uncomfortable, sitting in Tony's fancy leather seats that left more than a little desired in the way of padding. Peter was a squirming mess the entire ride back, enough for Mr. Stark to notice and to ask him if he really was feeling well enough to leave the infirmary.

But Peter healed quickly, and he knew that he would be fine. He just needed to sleep in his own bed.

May questions him at length about the weekend with Mr. Stark, which is terrible, considering Peter didn't really think that hard about a suitable lie. He tells her they just worked in the lab most of the time there, and that he had visited with Happy as well.

"Oh, and I met Vision," He supplies. "He's really cool. Like…extremely cool. And very polite. He can walk through walls."

"Oh, that's-…" May starts, her eyebrows raised to her forehead. She finally chuckles. "Imagine living with _that guy_ around. Oh, I bet he takes a lot of people off guard when he does that."

It's at that point that her phone rings, and Peter takes the opportunity to try to readjust his arm and give himself a moment to get out all his "in-pain" expressions while May goes and answers.

"Oh, no…" He hears from the kitchen, and the teenager perks up, craning his neck to try and hear better. May walks out from the kitchen, her cellphone held to her ear, her eyebrows knitted together in concern. "That's terrible…yes, I understand…yeah, you too…goodbye."

She pulls the phone away from her ear and presses the "end call" button with a beep, then glances at Peter. "That was the school."

"What's wrong?" Peter asks, blinking. School had called them on a Sunday?

"Classes are cancelled tomorrow," She says, letting her hand fall to her side, phone still attached. "The whole campus is closed. More kids got sick over the weekend, they don't know for sure if it's the campus, but…apparently the number is high enough to make them not want to take any chances."

"…Oh…" Peter murmurs, his hands falling slack where they hold on to his fork and knife. "…Did they say who got sick?"

May shakes her head, sitting down at the table. "No…just that there were a lot."

Peter glances down at his food.

"…You've been feeling alright, right?" She asks suddenly. "Nothing out of the ordinary? They said not to take any chances."

"No, I'm okay, May," Peter reassures. He should feel guilty, but in this instance he doesn't. Despite how he feels, he is almost positive that he's not sick. It's a strange coincidence, yes, but it can't be related. He shouldn't have lasted this long without getting so much worse…

May nods, reaching across the table and taking Peter's hand. "If you or any of your friends start to feel bad, you tell someone, okay? Tell someone immediately."

"I promise, I will," Peter says, smiling at her reassuringly.

He calls Ned and Michelle both when he's in bed that night, conferencing the call, and as expected, gets an earful. Thankfully, he is able to slip in and explain everything before Ned gets going on a rambling train that will never end, and Michelle is, as always, quieter, listening to everything before finally commenting.

"… _That was really stupid, Peter._ "

"I know…" Peter mutters.

" _You could have died,"_ Ned laments, to which Peter gives another, "I know."

 _"Seriously-_ "

"Look, guys, I already got the lecture from Mr. Stark, okay? I know I screwed up…so can we do this another time?" Peter asks, rubbing his eyes with his bad arm, before hissing and having to count to ten as the throbbing pain slowly subsides.

" _…fine, but man, just…"_

"I know…I'm sorry I missed visiting Flash and the others," Peter says.

" _Don't worry about that, you were busy getting shot,"_ Comes Michelle's annoyed voice.

" _Yeah, but maybe next time tell someone when you're going off to fight people so we know whether to look for your body."_

"Morbid, Ned."

" _And yet accurate,"_ Michelle drones.

Peter sighs. "Yeah…alright, Noted. Look, I'm gonna go. And sleep for fifteen years. Maybe we can meet up later, seeing as school is-"

_"Yeah, Jesus, I heard Cindy Moon got sick. AND I heard Ms. Warren checked herself in to the hospital."_

" _It's getting really bad."_

Peter stares up at the underside of his top bunk, pressing his lips together in thought. Something is currently nagging at him, some thought in the back of his mind, but he's too tired to string it together right now. He'd have to deal with it tomorrow.

"See you guys."

" _Later Nerds."_

~~

Peter goes to bed really early, and had already slept most of the weekend, so in the end he only sleeps a regular amount of hours this time. Well, a regular amount of hours for normal people. Peter had become used to getting only about four hours a night at the most the past couple of months, so the eight, dreamless hours he spends in bed makes him feel like a new person. His shoulder still aches, and his ribs still hurt a considerable amount when he tries to lift his arm or breathes too deeply, but he isn't that bone-dead tired that he was the night before, and his head…

…his head feels surprisingly fine.

Furthermore, he's _starving_. Peter wolfs down the stack of wheatcakes his Aunt makes him, then eats another for good measure, much to her delight.

"Good, I've been trying to get rid of this mix for _ages._ "

To keep the illusion going that nothing is wrong, he brushes his teeth, he showers, and he re-dresses his wound (in the privacy of the bathroom), which is almost closed up, but had started to bleed a little bit under the hot water. He picks up some of his room (one-handed) and does laundry (also one-handed, which proves to be annoying). He almost helps with the dishes, but decides (guiltily) against it so as not to alert his May to his still-healing injury. So instead he sits at his desk in his room and pretends to catch up on some of the homework he had been falling behind on…assuming that he'd get the chance to turn it in any time soon.

And he does manage to get _some_ of it done, Peter was always fast at homework when he actually sat down and focused, but after an hour, his mind starts to wander towards other things…like his classmates, his conversation with Mr. Stark, and the meeting with Matt that he desperately needs to reschedule. They were going to go over his headaches, but he didn't seem to be suffering from it right now, nor had he suffered much from the same symptoms over the weekend. Plus, Mr. Stark hadn't found anything to suggest there was something wrong with him, whether he was searching for the same thing or not. Maybe this _was_ a fluke, and maybe it was over now…

He finally takes the chance to dial up Matt when his Aunt takes her clothes in to her room to hang up.

_"I thought you were going to call me last night-"_

"I know, I'm _so_ sorry. I-…a lot happened, and then I sort of had to act like nothing had happened so my Aunt didn't get suspicious, and I had to tell Ned and MJ first-" Peter hangs his head solemnly. "Yeah…I'm…really sorry."

_"Well, what happened?"_

"I-…Oh man, uhm, I feel like this is…definitely an in-person thing," Peter manages to say in to the phone.

" _What did you do?"_

"Uhm."

" _Peter._ "

"I may have- totally not listened to you-, and may have _definitely_ gone out as Spider-Man and _maybe possibly_ have gotten…uh…shot?" Peter cringes, bracing for it.

" _You wha-…"_ There's a paused silence on the other end of the line, which Peter assumed must be Matt taking the time to control himself, because his next words are incredibly measured and calm, almost forcefully so. " _Are you okay? Do you need medical attention?"_

"I'm okay," Peter breathes. "Honestly. Mr. Stark found me and patched me up. He may have invoked…whatever the superhero version of being grounded is though." Then he adds, quickly. "I didn't say anything. About you."

" _That's awfully courteous, but not what I'm worried about right now."_

"I know. And I still want to meet."

" _Yes, I think that's best_." The tone with which this is said makes Peter think that there is… _almost certainly_ a lecture, perhaps a _legitimate chewing out_ that is going to be had. He shifts anxiously in his chair. _"Are you up for it?"_

"Yeah, I am," Peter replies immediately. He's not exactly _stoked_ for their meeting, but he knows it needs to happen. Better sooner rather than later.

" _Peter!_ Can you get the door? I'm about to jump in the shower-"

Peter hadn't heard the knock, and glances up at his Aunt's voice. "Uh, yeah! I'll get it, May!" He puts his ear back to the phone.

_"Sounds like you need to go. How about six o'clock, is Fogwell's too far?"_

"No, it's fine. I heal fast, and I'm gonna take the train," Peter replies, pushing himself up from his desk and plodding down the small hall towards the front door, not bothering to check the peephole. On a weekday, it's probably the mailman with a package or their landlord, here to bug them about the rent again-

-which is why he is extremely surprised when he opens the door to see Michelle standing there.

"I-…I'll be there," Peter adds distantly in to the phone.

" _Alright. See you then."_ The line clicks.

"MJ- Uuuuuhh…." Peter says, blinking at her, as he pockets his phone. He pokes his head back slightly, for some reason, suddenly paranoid that his Aunt will come out of her room and see them. "Hi. What're…you doing here?"

Michelle presses her lips in to a thin line, something that isn't exactly a _frown_ , but definitely isn't a smile either. Peter realizes, then, that her body language is a _little_ off. She seems…different. Tense, maybe. She looks tired, too.

"I was in the neighborhood," She says, shrugging.

"…You were-…don't you live…not in Queens?" He asks, mentally calculating the route he'd always seen her take from school. Never the bus, always on foot, the opposite direction from Queens.

Michelle sighs. "Yeah, but-" She glances down at her shoes for a moment, before asking, "School got cancelled and- remember when we got pizza that one time, and you said, I could come over whenever I wanted, to…you know, get out of the house?"

Peter opens his mouth slightly, then closes it, understanding hitting him. _Oh._

Without another word, he steps aside, opening the door wider.

Michelle gives him a thin, worn-out smile, then walks into the apartment.

Peter closes the door gently behind him, glancing at Michelle as she stands in his apartment, looking around. The last time she had been here, had been the incident with Daredevil. Not really out of any attempts for Peter to keep her away, he was just always busy, and a lot of their Spider-Man shenanigans took place at school these days, where there was better internet. Plus, as he had pointed out earlier, Michelle didn't exactly live in the neighborhood like Ned did.

She also hadn't met his Aunt yet, which apparently was going to happen today. Not that Peter minded, or thought that May wouldn't like Michelle. May just…tended to make a big deal about it when Peter had a girl friend. Friend- that is, friend that was a girl. He really didn't want to deal with that awkwardness, or, really, the relentless teasing he would receive from both his Aunt _and_ MJ about it.

"…So…" Peter says, wringing his hands together. "If you're here, and there's no school, do your parents just think you're out?"

"Nah, I picked up the phone when school called last night," MJ replies. "I didn't tell them. As far as everyone at the Jones household is concerned, academia lives on."

"Oh," Peter says, "That's, uh, clever."

Michelle nods, smirking. "Gives me an excuse not to be there."

Now would be the chance to ask, _Why don't you want to be there_ , and though Peter's already aware of the answer, it would give Michelle a chance to tell him herself. Peter doesn't ask this though, mostly because he doesn't know how MJ would react to a blatantly-direct personal question. Also, he feels like, if she didn't offer the information up front, then maybe she didn't want him to know.

"I'm just, uh…studying in my room." Peter says. "My Aunt's in the shower, so."

Michelle nods, then points her thumb in the direction of his room with a questioning expression on her face. When Peter nods, she turns and walks down the hall, across the threshold of his door. Peter skips after her, entering his room and watching her glance around. He realizes, then, that she'd never gone in to his room before.

Michelle smirks at him. "This is exactly what I pictured your room would look like. Nerdy and practical. Don't understand the bunk bed though."

Peter shrugs. "A neighbor was getting rid of it, and Ned sleeps over all the time so…"

"Hmm…" Michelle says, walking past him back towards the door. She grabs the door handle and pushes it closed, waiting for the click before turning to face him, her expression a little mischievous. Eyebrows shooting up to his head, Peter gives her a wary expression as she says, "So let's see it."

"…What?" Peter asks, staring at her.

"The gunshot wound," She says, tilting her head to the side. "I've never seen one. Show me."

" _Oh."_ Peter says, before chuckling a little.

Michelle raises her eyebrows. "What did you _think_ I meant? Weirdo."

"I honestly have no idea," Peter mutters, reaching up and pulling the neckline of his sweatshirt down, but it doesn't go far enough, so he sighs, shimmying his good arm out of its sleeve and pulling the sweatshirt off of his head. He hisses a bit as he does so, trying not to move his arm. He finally manages to get his sleeve off the bad limb, discarding the whole sweatshirt on his desk.

He doesn't miss the way Michelle glances over him from top to bottom, before her eyes land on the bandages covering his right shoulder. The dark bruises that reached across his chest have faded, looking days, maybe weeks old, but are still discolored and an ugly yellow. She grimaces slightly.

"…Damn…" She says, walking up to him as he reaches across his chest and peels back the bandages. "Should you take it off like that?"

"Yeah, it's fine, I changed it this morning," Peter says, pulling down the gauze. There's a bit of red on the bandage that Peter can see, but he can't really see the wound himself. Not clearly. Michelle hisses slightly.

"That's pretty gnarly," She comments, looking strangely intrigued. "What did it feel like, when it happened?"

"Like someone shot me," Peter replies dryly, pressing the gauze back against his shoulder. Truth be told, he didn't remember much, but that answer felt more satisfying.

"Har har," Michelle throws back sarcastically, grabbing his sweatshirt off the desk, She opens the bottom of it and offers to help Peter put it back on, help that he accepts gratefully, and between the two of them, they manage to get the article of clothing over his head with minimal pain.

"Satisfy your morbid curiosity?" Peter asks, grinning at MJ.

"Oh, yes," Michelle says, "I can die a complete woman now. I've seen everything there is to see."

Peter snorts as Michelle walks over to his bunk bed, sitting down on the floor with her back resting against the mattress. "Everything?"

"Everything worth seeing," She says, glancing back up to him, giving him a halfhearted smile.

"Are you talking about the gunshot wound or my amazing body?" Peter asks without thinking, adjusting the strings on the hooded sweatshirt, which had managed to get uneven somehow. He grimaces immediately, glancing down at her. Brain before mouth, Parker. Also that was just _lame._

"Wow, a genius _and_ humble," She replies, narrowing her eyes. "I was definitely talking about the gunshot wound." MJ's expression loses its snarky quality, as she lets her head fall back, resting against the mattress. She lets her eyes fall shut.

Peter frowns slightly at MJ, now knowing that something must be wrong. She just isn't acting her usual self. Even when she's sarcastic and not in the mood for talking, there's a certain energy that accompanies her lack of energy, if that made sense. If she didn't appear engaged, it was obviously because she was _busy_ thinking about other stuff, not because she was too drained to. Whether that was physically, or emotionally, Peter doesn't know.

He decides to go over and sit down next to her, closer than they usually sit. In order for his legs not to hit his desk, he has to scoot in so their shoulders are nearly touching. Michelle opens an eye just a peak to look at him, but lets them fall shut once again.

"So you're benched then," She says softly, not moving.

"…Yeah…until Mr. Stark decides he's figured out what's wrong."

"Bummer. Especially when you can't tell him about Matt…"

"Yeah, I don't really know what I'm gonna say when all those tests he did come back negative."

"Unless they don't," She replies.

"I'm pretty sure they will." 

"But you're okay?" Michelle turns her head where it's resting against his mattress, looking at him sideways. "You know…mentally?"

"…I…" Peter hadn't really paused to think about it yet. He supposes that getting shot should have unnerved him, somehow. And it did. But, at the same time, it didn't. It wasn't like the last time, where Peter felt completely out of his element, _and trapped_. This, Peter could fully admit to himself, was him being stupid. It also had happened _so fast_. It was such a blur.

"I don't know, I think so. It almost feels like it wasn't real," The teenager admits. "I think I'm less…freaked out by what happened, and more freaked out about what this is," He reaches up with his good arm and taps his head lightly.

"So it _was_ the headaches that screwed you up last time, with the Shocker," Michelle deduces.

"Yeah…"

"Do you feel like that now?" She asks softly, and when Peter shakes his head absently, she turns to face forward and closes her eyes again, folding her arms across her front, humming slightly in thought. "…Maybe it's an adrenaline thing."

"I mean, that would make sense, for every situation except school. That's the outlier," Peter mumbles.

"Well, whatever it is, it's got incredible timing. Always popping up at the worst moments," MJ retorts.

Peter glances over at Michelle, and murmurs quietly, "I think that might be the point…"

Michelle furrows her brows, eyes still closed, as she takes that in. "…You mean to say, it's not a coincidence."

Peter nods, then adds, "Maybe. Something similar happened back at the warehouse with Matt…the place was on fire, and I got this feeling in my head right before the ninjas attacked us in the chemical cloud, but-I was so disoriented at the time, I couldn't really focus on what it felt like."

"So what, you're saying you've got some early warning system built in to your head? That's _weird,_ Peter," Michelle finally states, opening her eyes and turning back towards him. "Like that's…some straight-up _psychic_ shit right there. Also: how is that supposed to be helpful if you're rendered pretty much useless when it happens?"

Silence falls between them for a moment, as the conversation lapses, with the two of them fail to come up with an answer.  Michelle doesn't make another attempt at communication, and doesn't look like she's planning to. She instead goes back to her original position, eyes closed, head leaned back. She looks like she might fall asleep right where she is, with the exception of the stiff, guarded way she keeps her arms crossed. Peter goes back and forth between letting it carry on or addressing what he's observing. He almost chickens out.

Just…take the plunge, Parker.

"MJ, can I ask you something?" Peter finally blurts, glancing towards her.

"Hmm?"

"…Why do you hate being at home?"

Peter sees Michelle raise her head out of the corner of his eyes, and turns to see her eyes meet his and hold the gaze. It's a very intense stare, like she's trying to see in to his soul, and suss out his intentions. Peter finds himself swallowing involuntarily.

"I thought you already knew," She says.

Peter blinks. "What?"

"I told Ned. Ned tells you _everything_." She answers, matter-of-factly.

"I-…well yeah, he _does_ , but-"

"So?"

"So-…I…" Peter shrugs, grimacing. "Ow-…I didn't know how you'd feel about Ned telling me, so I just thought…I wouldn't bring it up, until you wanted to tell me yourself."

"…So should I be mad at you for not telling me you knew, or should I thank you for considering what I would want?" Michelle asks, narrowing her eyes.

A bit of shame creeps its way inside of Peter's chest, and he finds himself opening his mouth, sputtering. "I-..I don't-Uhm."

Michelle rolls her eyes. "Relax, Peter. I'm not pissed. I wouldn't have told Ned if I didn't want you to know." Peter bites his lip, as Michelle smirks. "But yeah, next time, just…fucking tell me. You two are exhausting enough as it is." She reaches out with her elbow and bumps his arm.

"Ha ha - Ow-, yeah," Peter chuckles, and Michelle blinks.

"Shit, sorry."

"It's fine."

"That was dumb," MJ insists, leaning away slightly.

"Really, it's fine. It'll probably be okay tomorrow anyways," Peter explains.

Michelle shakes her head, glancing at his shoulder. "That's insane, how fast you heal."

"I know." Peter sighs, threading his fingers together on his lap. "Well, that's…a relief. I thought you didn't tell me cause you didn't trust me or something."

"No," Michelle picks at a stray, frayed section of her jeans idly. "I don't usually bring it up with people, especially people I-" She cuts herself off, shrugging. "People I consider friends."

"Why not?" Peter asks, tilting his head.

"…because it changes the way people view you," Michelle answers, glancing up at him. "I don't want to be the kid with the dad who's a gambler and an alcoholic. I don't want to be defined by my circumstances. I want to be defined by what _I_ say and what _I_ do."

Peter admires Michelle for a lot of things. He admires her integrity, the standard she holds herself to, the standard she proved to him having known his secret for months, but telling nobody. He admires how damn _smart_ she is, and he admires that she keeps it close to the vest, saving it for those she thinks are truly worthy. Right now, though, he admires her independence, her conviction.

But he's starting to learn his lesson about independence.

"You still can be," Peter says, "It doesn't mean you can't talk to people about it." Now it's _Peter's_ turn to bump his elbow in to her arm. "Someone once told me that mental health is important. Someone also once told me that they'd never judge someone for something like that, so…"

Michelle rolls her eyes. "Damn you."

"See? I'm right, and you know it," Peter teases. "Face it, Michelle Jones, you've got friends now. So you can't escape Ned and I's supportive, non-judgmental sharing zone."

MJ laughs a little at that, Peter can feel her shoulders bumping up against his as she does. Not too hard, not enough to hurt, but enough for him to feel the warmth through his sleeve, and to make him suddenly sort of want to lean in to it.

That's when he hears the door open down the hall and footsteps echo on the floor. "Hey! Who was at the door? I - _oh_."

May stops at the threshold of his room in a pair of long, red, high-waisted pants and a tank top, her hair wrapped up in a towel, cleaning her glasses. Her eyebrows raise in surprise as she glances at the two of them sitting on the floor of Peter's room, and a small smirk spreads across her face. "Who's your lady friend?"

"Oh God…" Peter grumbles, dragging his hand down his face as Michelle bites her lip and snickers slightly.

"I'm Michelle, Ma'am," She says, getting to her feet. Peter hastily scrambles up as well, trying to jump in to avoid being rude.

"Sorry, uh, May, Michelle, Michelle, my Aunt May. Michelle's-"

"Oooh, your friend from school, I've heard a lot about you, you turned the dynamic duo into a trio," May says, foregoing Michelle's hand to bring her in to a hug. "And they say it couldn't be done."

Michelle blinks through the unexpected hug and smiles back at May as she's let go, shrugging. "You can call me MJ. And what can I say? Triangles are sturdier by nature."

"Smart girl," May says, looking at Peter and simultaneously pointing at Michelle. "Sooo, what brings you here?"

Peter knows that tone, it's the fishing mom tone, and jumps in with some excuse. "Michelle's just here so we can go over some academic decathlon stuff, since uhm…it looks like we might have to switch the team around a bit."

Michelle nods. "Uh, yeah. I hope that's okay."

May's smile falters for only a nanosecond, bless her, and the next second she's nodding fervently. "Yes, of course, dear! All of Peter's friends are welcome here, Ned practically _lives_ here. The more the merrier. Ooo, that gives me an excuse to do something other than sandwiches for lunch. Come on, you guys can help me in the kitchen."

Michelle nods, stepping past May and making her way in to the hallway, and as Peter passes her, his Aunt claps her arm around him and whispers. "She's so pretty!"

"Shhhhhhut up!" Peter whispers back. "That is so not-"

"Anywaaaays, hurry go, don't leave her in there by herself," She says softly, kissing his temple and chuckling a little at his embarrassment, before pushing him towards the kitchen. She slaps him lightly on the shoulder, and he grins at her in an attempt not to scream. "Also tell me next time."

Together they make a cold, creamy linguine with tomato and spinach, something that doesn't really require the three of them, but it gives May a chance to bombard Michelle with questions. _Where do you live, how did you two meet, any colleges lined up, etc._

Michelle gives May all the answers with a willingness he hasn't seen her have with others before, giving her a questioning glance when she goes to set the table with him. She talks about having not decided between going to ESU, where she's sure she could get a full ride, versus getting out of New York and experiencing some place else. Peter listens quietly while he places plates, having not thought about college in quite some time. While it used to be a goal of his, he's not so sure anymore. Not sure if it's worth his time, or even possible, if he plans on continuing to be Spider-Man (and he does).

"So forthcoming," He finally teases, when MJ reaches across him to place forks by the third plate.

"I'm not lying to a woman that nice," Michelle answers simply, and Peter nods enthusiastically.

"Not even you're immune to the Aunt May charm. It _must_ be a super power," Peter says.

"It must be," MJ agrees.

Lunch is pleasant, more pleasant than Peter expected, and when he and MJ are sitting back in his room, Peter working on some school work at his desk and Michelle laying on his mattress, staring at a book, he realizes that the whole _day_ has been more pleasant than the teenager expected. He feels pretty good, physically, and mentally, surprisingly. Not _as_ stressed out, which might have been from catching up on sleep, but also, it feels nice to have Michelle here. They aren't even really doing anything, but her presence brings with it a strange, calm feeling. Peter, alone with his thoughts, tends to stress himself out more. He doesn't seem to be doing that now.

He turns slightly in his chair to glance back at Michelle, who is leaning on her side, propped up with one arm, staring intensely at her book. It's the late afternoon as this point, them both having done their respective things for a couple hours now. She looks tired, still, a sort of sleepy look on her face, but her eyes suggest a fierce determination not to give in to it. She shrugged out of her jacket a long time ago, using it as an additional pillow to proper herself up, and Peter is half certain she might fall asleep, when she scoffs slightly under her breath and brings her hand up to pinch the inside corners of her eyes.

"Do you have a bathroom?" She asks suddenly, before rolling her eyes. "Of course you do. I was here, I'll, uh, be right back."

She unceremoniously swivels her feet so they are off of the bed and plods out of the room before Peter can answer her, and the teenager sighs, tapping his pen against his desk.

When she returns, Peter can see the edges of her hairline are slightly wet, and her skin is a little paler, she must have washed her face or something. Peter wonders if maybe the book she was reading was exceptionally emotional or something, but he doubts it, because when she sits back down on the bed, she braces her hands on her thighs, bouncing her leg up and down nervously, staring hard at the ground.

Peter turns around in his chair, fully facing her. "…MJ?"

Michelle is silent, pointedly ignoring him, it seems, laser-focused on the ground in front of her. Her nervous energy is starting to spread to Peter, making him anxious at the prospect of whatever is making _her_ anxious.

"Hey," He says, trying to get her attention. "What's up?"

He thinks maybe she's going to ignore him again, but instead, she shakes her head, making a frustrated noise in the back of her throat.

"You know what the worst part is?" She suddenly asks, still staring at the ground. "The worst part…is…that I still care. I care _so much_ , about what they think. But I know the only thing my Dad will ever really care about is how much he wins, so he can spend it on another drink. And my mom? She doesn't have the strength to care. I _want_ to hate her, but I've read enough to know she's a victim too. It's not her fault. It's _his_ fault." She scoffs bitterly. "The only one who ever remotely had it together was Gayle."

Peter finds himself struck silent, biting his lip hard to keep himself from saying anything, because it doesn't seem like the right time anyways. Michelle moves the bottom of her jaw around, obviously grinding her teeth, as she seems to ruminate on what she had just said. Then, she laughs. It's a bitter laugh that Peter never wants to hear spill from her lips again. "I bet if I didn't come home tonight it wouldn't matter. If Dad came home at all, he'd be too drunk to notice, and Mom'd probably stay in her room all night, wouldn't even know. I should just write them off, but I can't because…"

"…they're your family," Peter says, softly.

Michelle glances at him, then nods. "Sucks."

The young hero presses his lips together and nods slightly. "…It does." He doesn't think Michelle is someone who would appreciate "I'm Sorry", and there isn't much advice that Peter can give her that would make it better. All he can do is listen, really. Maybe that's all she wants. Still, Peter can't imagine what it must be like to not feel comfortable in your own home. It's something a lot of people experience, something Peter has been fortunate enough never to have to deal with. At least, not in that way. He's kept secrets from May, but he never felt like she didn't care. He doesn't…want Michelle to have to feel that. To feel uncomfortable, or unwanted.

"…Do you want to stay here tonight?" He asks, without really thinking.

Michelle glances up at him, blinking. "…Uh?"

"I mean, just…it's not-…if you want, if you don't want to go home, you can stay here. I mean, I have-" He points above her. "A bunk bed, or I can sleep on the couch."

"…I…I don't know…" Michelle says softly, glancing around, rubbing her hands up and down her jeans a little nervously.

"You don't have to, but it's…the offer is there," Peter says, smiling at her. "I'm sure May wouldn't wind, it's not like we have school tomorrow…I uh…have to go meet Daredevil later, but that shouldn't take too long, and-"

"Okay." MJ says suddenly, glancing up at Peter.

"Okay? Okay. Cool, I mean-…" Peter rolls his eyes. He doesn't know why he is being so spastic about this right now. "Yes."

MJ snorts a little. "Slow your brain a little, Peter. You might have an aneurysm with all that overthinking you're doing. I know you're just being a good friend."

Peter sighs a little in relief, despite feeling his cheeks redden slightly. "Yeah, sorry."

"…Thanks," Michelle says then. "For that, by the way. You know, being a good friend or whatever."

"Any time. Like I said, uh, Ned and I are weird and practically live at each other's places. So you automatically get a third of the room and board."

"Oh, there's rent? Damn." Michelle raises an eyebrow, raising her arm and snapping her fingers. "And I left my wallet at home."

"Rent can be repaid in providing good company," Peter says, grinning, "And also not being mad when I have to step out for Spider-Man-related stuff."

"Deal," Michelle grins at him.

~~

Aunt May is, of course, fine with Michelle staying the night, though she definitely goes in to mom mode.

"But you're keeping the door open," She says to Peter, who groans.

"Maaaaay, nothing's going to -"

"I was a teenager too, 'nothing's gonna happen' are the famous last words," She interrupts.

"I was planning on sleeping on the couch anyways," Peter counters, to which May claps a hand on his shoulder. It takes everything in Peter not to yell out in pain. Thankfully, she takes his grimace for one of embarrassment.

"Good man," She says pointedly, before walking over to the kitchen, grabbing a piece of paper and pen off the fridge. "Let me just jot down her parents' phone number in case-"

"Uh-" Peter grabs his Aunt's arm gently as she passes him, stopping her on her path to his room. "Actually-…her parents…don't know. She told her sister though."

May narrows her eyes at Peter. "Peter Benjamin Parker-"

"No, no-no-no, it's not like that, it's-" Peter grimaces, not wanting to betray his friend's trust. He opens his mouth, searching for some way to convey their intentions were-ugh-, _innocent._ "It's just that-…"

He stares at his Aunt helplessly.

May bites her lip, glancing back towards the open door to Peter's room, before turning back to her nephew. Her expression has taken on a different, darker tone. She then pulls Peter to the kitchen table and sits him down, looking at him. "Now…Peter…I need you to listen to me."

"May, we _so_ do not need to do this…" Peter whispers, already figuring where this is going.

"Yes, we do, and it's not what you think, okay? Just…listen, and really _hear_ me." She says, kneeling down so that they are facing each other.

Peter blinks, and despite really not wanting to have "the talk", he nods anyways.

"I don't care how good your relationship is with her, or how important you think being a loyal friend is, okay?" May says softly, whispering now, in a way that Peter knows is intentionally to keep Michelle from hearing. "…None of that is worth someone's safety."

Peter opens his mouth slightly, gaping at her, before closing it and nodding. How she managed to deduce that, he doesn't know. But he's sort of thankful for it. May raises an eyebrow at him.

"…She has…some issues, with her parents. I told her she could come here whenever she didn't want to be at home. Please don't say anything," Peter whispers softly.

"Okay," May hums a little in affirmation, then reaches up, brushing his cheeks with both hands. "I won't. But listen: it might not be anything like that, but I've seen things like this before and, Peter, if she _ever_ tells you anything that makes you think she might be in danger, you _tell_ someone. Okay? The principal at school, or me."

A sick, dreaded feeling claws its way up in to Peter's chest, and he glances back at the threshold of his door. He…hadn't even really thought about that, to be honest. Nothing Michelle had told him hinted at that, even remotely, but then again, his Aunt didn't know that.

"Okay," Peter says softly.

"I don't mean to scare you," May says, reaching up to brush his hair back. "I just…I want you to know what to do, if you're ever in that situation, okay?"

He nods silently as May brushes her fingers through the top of his messy hair. "Thank you for telling me."

She leans forward and kisses his forehead. "Okay, now you said, you were meeting someone tonight? Are you taking Michelle with you?"

"Uh…it's uh, I'm meeting Daredevil," Peter admits. "We're just meeting to exchange a few details about some stuff. Since we sometimes end up in each other's cities. It's gonna be quick, no patrol, we're not even training. MJ already knows, she says she doesn't mind."

"Peter Benjamin Parker, that's not very host-like of you-"

"I know, and normally, I wouldn't go, but it's kind of important, and…it _was_ prescheduled. And MJ _does_ know about it.-" Peter says sheepishly, getting up and sliding past May. His Aunt shakes her head, and sighs, tapping her fingers against the table impatiently.

"Please be home at a reasonable hour, please _be careful_ , and don't keep your friend waiting too long, okay?" She says, then tilts her head towards Peter's room. "Should I, uh…entertain her? Does she like that?"

"You can ask? I think she'll be fine just reading. She kind of had a bad day," Peter whispers. He keeps backing up as he says it, watching his Aunt shake her head before disappearing back in to his room.

"My Aunt might ask you to play boardgames or marathon _The Golden Girls_ with her, this is your first and final warning," Peter says, grabbing his backpack from the floor. Michelle tilts her head to the side from his bed, some of her chemistry homework spread out on top of her book.

"Sweet, I love _Golden Girls._ "

~~

_Sent {I'm on my way.}_

_Received DD {Cool, see you there.}_

It takes forever for Peter to make it from Queens to Hell's Kitchen. He isn't used to taking the train all the way through Manhattan. It feels annoying and slow compared to webslinging, especially when he is sort of counting the minutes before he can go home and hang out with Michelle again. His Aunt and Uncle did raise him to be polite, and leaving someone who is staying at his apartment for the first time _does_ feel exceptionally rude, even if Peter knows Michelle is cool with it.

Peter finds himself thinking about her situation more and more as he goes, and feels terrible that she had gone months without elaborating on it to him or Ned. Before that? Maybe _years_ without telling _anyone_.

In addition, he can't help but think about what his Aunt said. Is Michelle _safe_? She said her dad was an alcoholic. It didn't mean he was violent, but she also hadn't said one way or the other. Peter finds himself overthinking it, getting a little nervous, before telling himself to shut it down. He doesn't think Michelle would necessarily hide it if it came to that…would she?

Peter tries to put those thoughts away as he departs from his final stop and hoofs it the rest of the way in to Hell's Kitchen. He's starting to realize that he's still a little worn out from Saturday's incident, but the cold night air also does him a little good in the mental department. He feels a little less nervous as he navigates the street corners, running in to less and less people until he finally sees the gym come in to view down the street. Peter smiles a little. Though their topic of conversation is not exactly going to be the brightest, Peter is still looking forward to seeing Matt. Yeah, he's probably in for a reckoning. But Peter can handle it (he thinks). It will…be nice to talk this out with someone who can possibly _do something_ about it.

But he doesn't make it two more steps before his phone vibrates in his pocket. Peter reaches in and fishes it out with his good arm, swiping to view the screen.

_Received DD {Don't go in. Not clear.}_

Peter furrows his brow, his blood pumping a little faster. He turns his head around, looking down the street. Nothing…nothing _looks_ out of place. He glances around, as if he might see Daredevil on one of the rooftops overhead. But he sees nothing.

_Sent {What do you mean?}_

_Sent {Bad guys?}_

_Received DD {No.}_

_Received DD {It's occupied. We'll meet another time.}_

What? That didn't make sense. The gym was closed and locked this time of night. Suddenly Peter wonders if Daredevil is perhaps in trouble.

_Sent {Everything ok?}_

_Received DD {Yeah. I'm sorry. We'll meet later. Promise.}_

It takes another couple of moments of Peter standing on the street, filled with indecision, trying to decide what to actually do.

_Sent {Why not meet somewhere else?}_

_Received DD {Don't want to risk it.}_

_Received DD {Trust me on this, kid. Go home. I'm already gone. I'll connect with you tomorrow.}_

Peter battles with himself for a moment more, wrestling with whether or not to check out the gym himself or to just heed what Matt says. Matt has never given him a reason not to trust him, and Peter doesn't know if it is wise to betray that trust right now just because he's unsure. It's not like Peter could really fight in his condition. He doesn't have his suit on him, only his webshooters, which are useful only on his one good arm. Peter would be a liability, if this were really some sort of battle Matt were trying to keep him from.

So, in the end, he goes home, feeling frustrated and out of the loop.

~~

Peter feels lousy and is out more than a few bucks by the time he gets to his apartment in Queens. He'd been gone about two hours, and for what? For nothing, really. For Daredevil to cancel their meeting. When he moves out, he's _definitely_ moving in to Manhattan. Being Spider-Man all the way from Queens is _annoying_.

He trudges up the steps and walks through the door, letting his keys skitter across the kitchen table. He just wants to get in bed and sleep for ten million years. His shoulder and chest are aching pretty badly now, and he knows he's going to sneak an ice pack to bed with him tonight. He walks in to the living room, pausing as May looks up from TV and assesses his annoyed expression.

"…Didn't go well?" She asks, raising an eyebrow.

"Didn't go at _all_ ," Peter says. "Something happened, I don't know. He cancelled at the last minute."

"Huh…Maybe someone needed saving," She says, winking, and Peter smiles at her a little. It's…kind of nice, being able to be straight with Aunt May for at least _some_ of this. He's really surprised that she was cool with the whole Daredevil thing, but after describing what kind of person Matt was (without dropping his name of course), she had seemed onboard, probably because it meant having someone out there who was watching his back. It's nice to be able to trust her with stuff like that. Especially when she so easily could be not okay with it. Speaking of-

"…Hey, May?" He asks suddenly, moving in to the living room. May blinks, looking up at him through her wide-rimmed glasses. "Uh…Mr. Stark, he…doesn't know about Daredevil, do you think you could…not mention it to him, if it ever comes up for some reason?"

May narrows her eyes at him slightly. "…Sure…can I ask why?"

"I just-…I don't know if Mr. Stark would like him? And honestly? I don't know if Mr. Stark would be obligated to…arrest him or something. With the Accords and stuff. He hasn't done anything wrong, it's just, Daredevil has a secret identity and he's made it super clear he doesn't want to be involved with the Avengers, so I'd just…like to keep it that way, for him, if I can."

May nods once. "That makes sense, I guess." She sighs. "Your life is complicated, kiddo…But…" She smiles at him. "Can I tell you something?"

Peter turns his head warily. "Whaaaat?"

"I'm proud of me," She says, pointing to herself, with a big grin on her face. "For raising a kid who thinks about stuff like that, when it comes to his friends."

"Maaaaay," Peter groans.

"No, I'm serious, Peter. You've definitely got that stubborn, Parker pride, but you…you think about people," She insists. "And I just want to point it out, so you know what you're doing is good, is all."

Peter smiles slightly, glancing down at May. "…Thanks. Uhm." He looks around, then points back towards his room. "Is MJ still around?"

"Uh huh, she watched a couple episodes of _Golden Girls_ with me, but then decided to turn in early. Poor girl, she seemed really tired. She must've had a day this morning." May says softly.

Peter nods. "Okay…I'll try not to bug her, I'm just gonna grab pajamas."

"I'll move to my room so you can sleep," May says, grabbing the remote and turning off the TV. She pushes herself from the couch, wrapping herself in the blanket she had brought from her room. Peter, meanwhile, walks silently to his room and opens the door as quietly as he can, before slipping inside.

The room is dark, the only light coming from the window through the shut blinds, making Peter think that Michelle must have actually gone to sleep. He sneaks across the hardwood floors with every intention of just grabbing the first thing from his pajama drawer that he can, but he pauses when he hears a noise. A shuffling from the bed.

Wait, no…

Sniffling… _crying?_

"…MJ?" Peter asks softly, turning towards the bed. The noise pauses for a second, then Michelle's voice rings out softly, a whisper.

"…Peter?"

Her voice sounds tired, strained, and it alarms Peter enough that he turns towards his desk and flips on the table lamp. It lights up the room just enough to not be blinding. Michelle has since turned over in bed, and Peter opens his mouth, eyes wide. She looks terrible, and Peter realizes she isn't crying. She's… _shaking_. Her eyes are red, dark circles etched in to the skin underneath, and sweat beading at her forehead. Her breath hitches slightly with the shivers as she inhales, and as soon as she sees Peter's face she closes her eyes in defeat, reaching up and pressing her hand to her forehead.

"I know… _I know,"_ she croaks.

_Oh no._

_Oh God._

"MJ, what… _When-"_

"I was feeling terrible all morning," She replies, inhaling a shaky breath. "Exhausted, muscle cramps. Honestly, I was just hoping it was my _period_ or something. I usually feel _like death_ right before it starts but-…this…it's…"

Peter shakes his head slightly. "Why didn't you _say_ anything?"

"I was… _scared_ ," Michelle admits, hugging herself. "You _heard_ what that Doctor said about Flash. And I wasn't sure-…so I thought I'd come here, in case…in case I passed out or it got really bad or something." She lets her head hang slightly, sighing. "I didn't know if anyone would notice if I was at home-"

_Shit. Jesus. So that's why she was so upset…_

"This is such _bullshit_ ," Michelle curses, burying her head in her hands.

"Okay, okay…look, I'm going to go get May, okay? And we're gonna go to the hospital." Peter says softly, walking in front of Michelle. He reaches forward and gently puts his hands around her wrists, pulling her hands away from her face. She looks up at him with red-rimmed eyes.

"It's…it's gonna be okay, okay?" He says. Michelle just frowns.

"I always thought I'd die chained to a tree or gunned down at a protest," She chuckles ruefully.

"You're not going to die, that's-…not funny." Peter says, grimacing.

"I don't want to go to the hospital," MJ groans. "Hospitals are _terrible_."

Peter knows Michelle doesn't like hugs, but he decides in that moment to give her one anyway, letting go of her wrists to wrap his arms around her shoulders. "…I know they are, but you can't _not_ go, MJ…"

Michelle is still for a moment, then Peter feels her hands wrap around his back. She rests her head against his shoulder. Peter can feel a full-body shiver wrack her frame against him and it spikes his anxiety ten-fold. "I know. I'm just…getting it out now so I don't 'accidentally' bite a doctor."

Peter manages to snicker a bit, despite the situation. "I'm gonna go get May, okay? I'll text Ned, too."

"Ugh, don't do that," Michelle grumbles. "That's lame."

"Triangle, remember? Ned deserves to know."

"At least tell him to bring me that laptop he has with all the movies he downloaded."

Peter lets go of Michelle with a bit of hesitance, grinning at her. "I will tell him. I'll be right back."

She nods slightly, her arms going back to hugging herself, clutching her biceps tightly. "I'll be here."

Peter turns and walks from his room, then, letting the smile that he had plastered on his face fall, and the anxiety cranks up high, as he turns and walks in to his Aunt's room, trying not to fall apart. He can hear her in the bathroom, the sounds of the faucet on as she brushes her teeth, and it takes him nearly a minute of standing in the doorway, trying not to hyperventilate, before he has the ability to call out to her to get her attention. She pokes her head from her bathroom, toothbrush still in her mouth, but upon seeing Peter's face, immediately reaches up and pulls it out.

"What's wrong, hon?"

And Peter tries his best to remain calm when he says, "It's Michelle. She's…she's sick."

**Notes for the Chapter:**

> And I'm an even WORSE troll cause it's kind of a cliffhanger.  
> I actually mean it this time when I say the next chapter won't come as quickly. It needs to be almost completely re-written in order for the changes I made in the story to make sense. So...I will leave you with this, and hopefully get the next chapter written asap. 
> 
> **If you're wondering where Michelle's backstory comes from, it takes direct influence from ASM#259, where Mary Jane Watson tells Peter her life story in a sort of peace offering for also dropping the bomb on him that she's always known he is Spider-Man. In addition, a lot of influence is taken from Ultimate Spider-Man where Bendis rewrote Mary Jane's dad to be more of this controlling, abusive asshole. Gayle is the name of Mary Jane's sister in the Amazing Spider-Man comics. 
> 
> I LOVE YOU GUYS :D Peace out! ~


	9. Nine

**Notes for the Chapter:**

> Oh My God, guys. I am so sorry to have left you with that cliffhanger FOR OVER A MONTH. 
> 
> I started work again, I had to pack up my apartment, I went on a trip, got SICK FOR TWO WEEKS, DURING WHICH I HAD TO MOVE, and then I was unpacking, being overwhelmed with work, etc. etc. THEN I saw the TRAILER for Far From Home and started questioning how the heck I was going to continue this series, or if I even should. 
> 
> But then I got some AMAZING comments from you all and was like...moved to tears, and decided TO HELL WITH IT, IT WILL BE CANON DIVERGENT. Because I have two more stories planned after this. 
> 
> Thank you SO much for being so patient with me.

Peter is glad for his Aunt in these moments.

Peter has never experienced a medical emergency when it came to one of his friends, at least, not one of his _close_ friends. It's different kind of anxiety, worrying about the people you care about, and it puts in to perspective why Michelle and Ned had been so _mad_ at him for being unwilling to talk to them before.

Much like when he and his friends had been sitting in the back seat of Michelle's sister's car, Daredevil bleeding out between them, Peter isn't one hundred percent sure of what to do in this situation. Who to call, how to proceed, but May steps in like a pro, packing Michelle and Peter in to the car in her pajamas, slippers and robe, with zero care thrown to the looks they get from random people on the street. Her phone is pressed between her ear and her shoulder as she tosses a night bag, stuffed to the brim, across the seat.

"Hi, Mrs. Jones…this is May Parker, I'm the parent of one of your daughter's friends from school," Peter hears her voice from the front of the car as he closes the back door and glances over at Michelle, who is in one of his oversized, zip-up jackets at the request of May, despite the sweat running down her forehead. The way May speaks, it's apparent she has gotten voicemail. She explains the situation calmly, the way only an adult with a lot of experience making nightly trips to hospitals can. She reads off the address of the hospital she's taking them to, before hanging up.

"…Is there another number I can call, dear?" May asks, glancing in the rearview mirror, and Michelle shrugs.

"My s-sister…but, I don't think she'll pick up, to be honest," MJ replies, leaning in to the side door and resting her head against the window.

May tries anyways, and leaves another message, before concentrating on their drive to the hospital in Midtown. There are closer hospitals, obviously, but Michelle insists that, if she has to go at all, that it's to a facility close to her house. Peter knows, also, that it's the hospital where Flash and some of the others are being treated for the same illness. He's pretty sure his Aunt remembers this little fact as well, but she only argues slightly, before eventually agreeing to risk the longer trip.

Peter fills Ned in on the way there, who texts back with about a thousand replies, but the teenager ignores them in favor of keeping an eye on his other friend. Michelle looks like she's two seconds away from passing out, her head dipping every once in a while, and her eyes fluttering. Peter doesn't really know what to say to her in way of reassurance, but MJ doesn't seem like she cares if Peter talks or not, so most of the trip is silent, perforated with his Aunt calling back every now and then to ask Michelle how she's feeling.

The hospital is _a zoo_.

"Oh God…" May says softly, her arm wrapped around Michelle's shoulder as she pushes through the crowd to the nurse's station. Peter trails behind quickly, the night bag slung over his shoulder. The E.R. is packed with people…

… _people he knows_.

Kids from school, attached to adults that must be their parents. All in different states of health and mental crisis. Michelle turns and looks back at him, her eyes widening slightly, as May tries to get a busy nurse's attention.

"…There's gotta be over two dozen people from Midtown Tech here…" She whispers, pulling Peter's jacket tighter around herself. Another set of shivers racks her body. "What the Hell is going on?"

"…I don't know," Peter answers, scooting a little closer to her as someone tries to push past in the aisle. Even in the humid, overpacked room, he can feel the heat radiating off MJ's skin. Anxiety spikes in the back of his neck.

"Betty," Michelle breathes out, grabbing Peter's arm and pulling him away from the station. The two of them make their way through the crowded waiting room, to a spot where their team mate is sitting between two adults, probably her parents. She looks up at them with a tired expression, her pale face blotchy and her normally-pin-straight hair pulled in to a messy bun.

"…Michelle, Peter…" She says in a rough voice. "Are you guys sick too?"

"Just me," MJ replies, looking around for some place to sit. There isn't an open space, though, so the two of them remain standing. Peter almost reaches out to grab her arm, keep her standing, but stops at the last moment, opting instead to just pay close attention and grab her if she tips over. "When did your symptoms start?"

"Friday night," Betty shrugs. "But it didn't get bad until today. I thought maybe I had the flu instead, maybe I was lucky. Not so much." She reaches up to brush some stray hairs out of her face, and wipe the sweat from her brow. "Have you heard anything about Flash?"

"…No, we haven't." Peter lies, not willing to tell Betty what the two of them know, about how serious this situation actually is. Michelle seems to be thinking along the same lines, as she shakes her head along with Peter.

The older girl bites her lip and glances off to the side shyly. "Um…what about Ned? Is he okay?"

Michelle narrows her eyes, a small grin spreading across her face, while Peter's stays absolutely neutral, with maximum effort enforced. "He's fine."

Betty sighs in relief, and manages to smile a little. "Well, at least we won't miss practice…since most the team is sick anyways."

They stay and chat with Betty until May comes to find them, ushering Michelle and Peter towards the other end of the waiting room, where a generous man with his hand wrapped in a towel makes his roommate get up to give the three of them space. Michelle situates herself between May and Peter, looking pale and miserable, but she tries to make herself look less ill than she probably. Every once in a while she glances down at her phone, probably to check for her mother or sister calling. Peter takes the initial first few minutes of sitting to reply to Ned's slew of text messages, then hunkers down to wait, glancing towards his friend. She has her phone clutched tightly in one hand, the other gripping the loose material of her pants, and her legs are bouncing up and down nervously. She's staring at the ground hard, and Peter suspects this is probably to try to hide the anxiety she is undoubtedly feeling. There's a few seconds where Peter fights internally with himself, and then he finally reaches out slowly. His hand hovers over hers for a split second, before slipping his fingers against her palm and squeezing gently. Michelle's legs stop bouncing, and she glances at him with an unreadable expression.

Then squeezes his hand back.

It takes three hours for them to finally be called, and by that time Michelle is slumped against Peter, her head resting on his shoulder. May gently wakes her, and she straightens instantly, avoiding eye contact with Peter as they and the nurse walk her down the hallway, holding on to her arms when her gait proves to be a little unsteady. They are lead back to a bed, where May and Peter stand outside as MJ changes in to a hospital gown behind a curtain. Peter feels this strange, surreal feeling as he watches the nurses take Michelle's vitals, place an IV and start questioning May about the situation once again, being extra inquisitive, since her parents aren't present. The events of the past three days feel like some sort of dream. He'd been shot, had gotten in to a heated argument in Mr. Stark (twice), his school had been shut down, and now he was watching one of his best friends be ushered into a hospital bed…

He moves in a detached manner, letting his Aunt and the nurses direct them until he is sitting down in Michelle's room, where she's messing with the clear adhesive patch holding her IV to the top of her hand.

"Stop scratching at it," Peter finally says in an exasperated tone, and Michelle only brings her hand away to flip him off.

"It _itches_ ," She says grumpily, dragging her hand down her face. "This is stupid. And embarrassing."

Peter bites his inner cheeks as May sits down next to him, finally free of the nurse's questions. "Don't you dare feel embarrassed, sweetie. There is no reason for it."

"I just-…" Michelle starts, breaking off and sighing.

"Hate feeling vulnerable? Oh, we know, dear. That's a _thing_ with us Parkers. Looks like it's a thing with you too," May chuckles.

Michelle turns her face away anyways. "You guys don't have to wait here until my parents come. I'll be okay."

"Nonsense," May says, at the same time that Peter says, "Not a chance."

"We're gonna wait right here until we know you aren't going to be alone," May continues, reaching forward and squeezing Michelle's knee through the blanket. Peter sees her wink at MJ from the corner of his eye. "And that's a promise, Missy."

"…" Michelle turns her head back slightly towards Peter and May, and if Peter could guess, he would say she looks surprised. But slightly relieved. Slowly, her expression softens. "Uhm…Thank you."

It's two in the morning when someone finally comes. Michelle, having already been exhausted when she was admitted, had fallen asleep almost instantly, and is now curled on her side. Peter is facing her, still sitting in a chair and finally starting to nod off next to May, the toll of the evening and his still-healing wounds finally catching up to him. He startles awake at a scuffling sound, halfway heading to a dream he's glad to have been torn form.

The teenager turns his head towards the door, where he takes in the figure of a tall, slim woman, dark skin and straight, brown hair cut to a bob, barely touching her chin. She's wearing cut-up jeans, a loose top, and an over-sized navy-blue coat. Her hand is up to her mouth, and her eyes are red-rimmed, tears brimming. Her face, though rounder and less harsh in expression, bears a striking resemblance to MJ, but she's too young to be his friend's mother. So, Peter realizes, this must be her sister, Gayle.

"…Oh God…" she says out loud, then glances at Peter and May in their respective chairs. Peter reaches out and taps May on the arm, who shifts in her chair and cracks her eyes open. She scrunches her face up, similar to what Peter tends to do when he himself is woken up, before noticing the girl at the door.

"…Hello…Are you-" May ventures.

"Gayle. Michelle's sister, you must be the Parkers. I-…I got your message," She says, stepping forward. "I-…I'm so sorry, I-" The girl is obviously a mess, glancing down at herself, her hands wringing together, then pulling at her jacket. "I didn't think-I was with… _God_ …Thank you so much for bringing her here." That seems to break some sort of spell, because suddenly the young woman is moving, walking to the other side of the bed and reaching forward, pulling back MJ's hair gently.

Gayle looks as run down as Michelle does, Peter observes, but he is pretty sure the older girl isn't sick. He remembers Ned telling him, that Michelle had described her sister as something along the lines of the caretaker of the family. The one who had kept everything together. At least until recently…she'd been spending more and more time with a love interest. Peter wonders if that was the reason Michelle had been spending so much time away from home. Without her sister there to keep the peace, perhaps things had escalated. Perhaps that was also why she finally showed up at Peter's apartment.

"…I don't mean to sound rude, dear, but can I ask…where are your parents?" May asks.

Gayle turns her head sharply towards May, a dark expression taking over her face, so much so that Peter is instantly sorry his Aunt asked. At the same time, it all but confirms his suspicions. Gayle is protective of MJ, he's seen that look before on his Aunt and Uncle's faces. She also very obviously has a problem with their parents. Peter thinks she might even comment on it. But a second later, the expression is gone, and MJ's sister is just back to looking tired. "They…are on their way."

"Okay…" May says, and Peter can tell that his Aunt is probably thinking the same thing. Gayle doesn't notice, or doesn't care, about the way the two of them look at her. Her attention is on her sister. "…Would you like us to stay with you?"

"…No, I think we will be okay," Gayle says tiredly, reaching forward and taking Michelle's hand.

"Really, are you sure? Because it's no trouble-"

"I really appreciate what you did, letting her stay with you, and for taking care of her, but-" Gayle interrupts, biting her lip. "I…think I would just like to be alone with my sister, thank you."

Her tone is polite, but firm. She wants them to leave. Now. There's a moment where Peter thinks May will fight her on it. Hell, _Peter_ wants to fight her on it. He doesn't want to leave Michelle, especially when she's asleep, and when he doesn't have a chance to say goodbye.

"Alright," May says softly, giving Gayle a thin smile. "If you need anything, MJ has my nephew's number."

Gayle casts her eyes towards Peter, then nods. "Thank you."

"Come on, tough guy, let's go," May says, pushing herself from her chair and grabbing Peter's arm gently. Peter hesitates though, staring at Michelle in the hospital bed. May pulls him a little harder, causing him to wince.

"Peter, let's go, let's give them some space," She says pointedly, and Peter finally turns away, the image of Gayle, leaning over the hospital bed with her hand brushing MJ's, burned in to his mind.

"Why are we leaving them?" He asks, once they are out in the hallway. "We shouldn't leave them."

"Because she asked us to," May says softly, turning to look at Peter. "And because she can make us leave, if she wanted. I didn't want to cause a scene." She sighs heavily, shaking her head. "Poor girl. She's obviously the head of the household, whether she likes it or not. She can't be more than eighteen, nineteen." His aunt clicks her tongue angrily.

Peter slows slightly, glancing back at the door to MJ's room. "I-…May, I don't want to-"

"There's nothing we can do, Peter. I know you're worried, but she's in good hands here, and we can come back tomorrow," May says, wrapping her arm around Peter's shoulder gently. She kisses him gently on the forehead. "We'll bring her some decent food and some movies or books, how does that sound?"

Peter begrudgingly leans in to the hug then, taking his eyes off of MJ's room, to glance down the hallway towards the waiting room, still overflowing with people, despite the hours that have passed. All those people, a good portion of them people he knows, all afflicted with the same, unknown illness…

"…It sounds good."

~~

 

Peter doesn't sleep, partially because he can't, and partially out of principle. It doesn't feel right, sleeping during a time of crisis such as this.

Instead, he's staring at his laptop. The glasses that had been pushed to the back of his desk drawer for the past year are instead pushed up on his nose, a rare necessity to fight against eye strain and fatigue. He's got so many tabs open on his browser that he reached his maximum limit and had to open a new window to continue his research.

Light from the window is leaking through the shut blinds and in to the dim room, reminding him that it's been hours and yet he's _still_ got nothing. Nothing that makes _sense_ anyways. Nothing that ties this illness to the weird sensation that he has been feeling. The headaches that have, since Saturday, disappeared…

"Do you think she'll like _Monty Python and the Holy Grail?_ I mean, it's a classic, but she seems like the kind of person who might not recognize it's genius and instead call it…I don't know…overzealous?" Ned asks from his floor. He's been here for a couple of hours, running over as early as his mom would allow, laptop and cardboard box in tow. A care package for Michelle that he and Peter had stuffed with things from both of their apartments sits nearly filled on the floor. Next to it, is a second one for Betty. Ned wrestles with a decision of which DVDs to place in which baskets.

"…Uh, the second one…" Peter mumbles, scrunching his face together and lifting his glasses to rub at his eyes.

Ned watches Peter from across the room, a conflicted expression on his face, before attempting, for probably the fifth time since he'd come, to reason with the young hero. "Peter…there's nothing you can _do_. I mean, I get that you're Spider-Man but…there isn't anything to, you know," He mimics Peter's webshooters with his hand, "Web up or punch."

Peter turns in his chair to face Ned, his arm resting on the desk, and his glasses askew. "I _know_ , but now-" He grits his teeth, glancing down at the floor. Ned nods knowingly.

_But now it's personal._

"Even if you _could_ do something…" Ned reasons softly, "…You're not exactly able to _anyways_ right now."

True.

Peter runs his hand through his hair in an action of defeat. The wound in his chest is almost gone now, just an ugly, uneven patch of pink skin, but his shoulder area is still sore when he raises his arm. It's not enough to slow him down in a fight anymore, not really, but the slight twinge of pain is a reminder of what happened last time he ran into a battle without understanding what this… _thing_ is.

But he doesn't have enough _time_ to figure it out right now. People, _his friends_ , are sick and Peter feels responsible for fixing it, somehow.

And he knows where to start.

 _[_ " _That's_ weird _, Peter. Like that's…some straight-up_ psychic _shit right there."]_

The dream. More specifically, the _door_.

But he's _afraid._

So he's stalling…by researching headaches and poisonous materials and different species of spiders. By preparing care packages with Ned, while Michelle's sarcastic, yet insightful words knock around in his head, constantly bringing his focus back to the one thing he doesn't want to think about.

"…Ned…" Peter mumbles, glancing back towards his friend, who looks up curiously. "Do you remember last Wednesday night, when we talked about…nightmares?"

Ned blinks. "Yeah-"

_Knock knock knock._

Peter turns his head towards the front door, but he hears his Aunt's feet shuffling across the hardwood in the living room, so he doesn't rush to get it. "Well…Okay, like I said, I've been having them, I've even had one about _Flash_ …getting shredded up by ninjas and stuff-"

"Dude, your brain is messed up," Ned mutters, reaching in to his backpack and getting his gatorade. Peter shakes his head.

"No-, I mean _yeah,_ but that's not the point. The point is…the other day, after I passed out, I had _another_ nightmare but it was…different." Peter purses his lips, trying to figure out how to explain himself.

Ned furrows his brows slightly. "…What do you mean different?"

"It was…I dreamt about where I passed out. Except. Michelle. She told me…she told me I should be worried about her. And I got this feeling, this _weird_ feeling, like she was in danger. And then-…and then she got sick."

Ned's eyes widen slowly, as he comprehends this piece of information. "Like-…like a prophetic dream? Are you sure it wasn't a coincidence?"

Peter shakes his head just the slightest bit. "No, it wasn't. I'm sure of it."

Ned's brain is already in overdrive, and he pushes himself into a standing position, staring at Peter. " _Dude,"_ He says softly, then again, " _DUDE,"_ in a slightly louder voice. Peter shushes him harshly, and when Ned speaks again, it's in an excited whisper. "Are you…are you _psychic?_ Holy crap, that would make _total sense_."

Peter furrows his brow. "I-"

There's a knock at Peter's door just then, startling the two boys so bad that Peter nearly adheres himself to the ceiling. May stares at the two of them for a moment, eyebrows furrowed suspiciously, before speaking slowly.

"…Is…there something you boys aren't telling me?" She asks.

"What? No? Why-Why would we do that?" Ned asks frantically, and Peter turns his head to glare at his friend. _Not helping_.

"Because you're having a whisper-session in here," May points out, still hanging on to the side of the door, her upper torso the only thing visible as she peaks in the room. She raises her arm and points suggestively towards the living room. "And because there's a strange man in the living room asking for you, Peter." She lowers her voice, narrowing her eyes as she whispers, "Is this a _Spider-Man_ thing?" She doesn't actually say "Spider-Man", instead mouths the two words when they leave her lips.

"What?" Peter asks, confusion cluttering his mind. A man? Who? It wasn't Mr. Stark. If it had been, his Aunt would have just said so. Peter glances at Ned, who looks just as confused as he does, before pushing himself from the desk and moving out in to the living room.

"Hello, Peter."

Peter's jaw nearly hits the floor when he sees the older man standing there. He looks strange, head slightly bowed and turned to the side, dressed not in the usual workout clothing, but in a dark grey suit. His hands are clasping the white cane, close to his body and idle, not currently in use. And the red lenses of his glasses catch the light just so, a slight sparkle hitting Peter's eyes.

"…Uhm, would you like some tea, Mr. Murdock?" May asks, floating past Peter and Ned towards the kitchen. As she does, she looks towards Peter and mouths _"who is he?"_ before turning back around.

Ned, who hasn't seen Matt out of his Daredevil attire, latches on to the last name and gapes instantly, staring between the two vigilantes for a split second before remembering to curb his expressions.

Matt turns his head slightly towards the sound of May's voice, then raises his hand to wave her off politely. "No. Thank you, Mrs. Parker. I'm fine for now."

"What-" Peter stammers. _What is he doing here?!?_

"I'm sorry for showing up unannounced," Matt says suddenly. "However…recent circumstances lead me to believe that this would be the best way to ensure we could talk in private."

"…Is this…about the other night?" Peter asks, lowering his voice so that he knows his Aunt can't hear. Matt's expression becomes slightly strained.

"I was hoping we could take a walk," He says, instead of answering Peter's question, and at that point _Ned_ finally seems to snap out of his state of shock.

" _That's_ foreboding," He states suspiciously, almost protectively, an echo of something Peter feels like Michelle would say in this moment, provided she was here. "I'm coming too."

Peter winces, turning towards Ned. "Ned-"

"No, no, it's fine," Matt replies, shrugging. "Honestly, it would probably be less suspicious if he tagged along."

"Suspicious?"

"What is going on?" Everyone turns towards May, who is standing in the living room with her arms folded, a stern expression on her face.

Peter opens his mouth to say something, anything, any little lie that would make it so she didn't have to worry. "Matt's a friend, from-"

"Peter. Benjamin. Parker," May states, the tone in her voice scolding. Peter clamps his mouth shut immediately, recognizing this voice as the _"cut the bullshit"_ voice she uses when she _knows_ everything he's spewing from his mouth is precisely that. Bullshit. He suddenly notices the bags under her eyes, the stress in her expression. The night had been rough for everyone, but Peter hadn't really considered the emotional toll it had taken on her. She'd handled everything so _well_ …he hadn't thought-…Peter feels extremely guilty suddenly. When she speaks next, her voice shakes. It's subtle, barely there, but exists nonetheless. "If you lie to me right now-"

"Ma'am…" Matt interrupts, taking a step forward. May turns her sharp gaze on him, and though Matt can't possibly see it, he seems to feel it, as he abruptly stops. He turns his head slightly towards Peter for a moment, before continuing. "I apologize. Peter isn't trying to deceive _you_. He's trying to protect _me_."

There's a silence in the room for a moment, a deafening one that Peter can barely stand. Ned is standing wide-eyed beside him, shoulder brushing his, and Peter can feel the goosebumps on Ned's arm. Can feel his own starting to form. May continues to stare hard at Matt, Peter can see the gears turning in her brain. For a moment, there's a hint, a _hint_ of realization, but her gaze never softens.

"You're Daredevil." She states, and Peter can't help his own short intake of breath.

Matt purses his lips together in a thin, mirthless smile, and nods once.

"May-" Peter starts.

"AH!-" May cuts him off with the short, clipped bark, a warning, holding up her index finger without looking at him. She's only done this a handful of times, and Peter dares not speak again until allowed. May takes the new information and processes it, Peter and Ned watching, silent statues at the entrance of the hallway, mere spectators to what's about to happen next.

After a moment, she says, cautiously, "My nephew tells me good things about you. You took him under your wing."

Matt doesn't react to this statement with a change in facial expression. "I'm trying to." He states, in a way that Peter can tell comes from a place of humility rather than an underlying implication about Peter's lack of experience.

"You came in to our home," May continues, this time it's an accusation.

Matt opens his mouth as if to explain, instead a guilty noise comes out. "Yes. I did."

"The last time someone like you came in to my home, they lied to me to get to my Nephew, they put him in danger." May clenches her hands in to fists at her side slowly. "They flew him half way across the world and threw him in to a fight he had no business being in."

Peter opens his mouth again against his better judgement, but May senses his movement and turns her head towards him. "Don't." She states, her eyes red, before turning back to Matt. "They manipulated a teenager into fighting their war."

"I had no intention to deceive you about your nephew, ma'am." Matt eventually says, and pulls up his cane, folding it quickly, before setting it on the dining room table gently. He steps forward, a small step, not meant to be intimidating, as he folds his hands behind his back. "But you have to understand: I don't know you."

"That's not an excuse. He's a child. I'm his _parent_." May stresses.

"A point that struck me just a few minutes ago, and why I decided, in the moment, to tell you," Matt replies, nodding, as he turns his head towards Peter. "You care about him. You deserve to know."

Peter frowns slightly, hanging his head low.

"What?" May asks, turning her head between Matt and Peter, then eventually, Ned, whose eyes widen more. " _What?"_

"I think, perhaps, instead of a walk…" Matt suggests, gesturing towards the dining room table. "Maybe we should do this right here."

~~~

"Start from the beginning."

Peter and Ned are sitting on one side of the breakfast nook, hunched together, Ned keeping in contact with Peter through the skin on their arms, supportive. Peter is grateful for it, in this moment, staring at the other side of the table.

Matt and May sit next to one another, though far apart, a certain awkwardness emanating between them. Matt has his forearms resting on the table, his fingers intertwined gently, head facing Peter, but otherwise tilted slightly down. Peter can tell, from the past couple of weeks with Matt, that this is a common position he takes up when listening… _really_ listening. May is sitting in her chair with her arms crossed, a concerned expression on her face. She feels fidgety, tapping her finger rhythmically against her bicep. This is what she does when she's nervous but is trying to keep it together. She glances at Matt once, but otherwise keeps her attention solely on Peter.

It's a _strange_ sight, to see these two in front of him. Side by side.

Peter sighs, dipping his head slightly. "…So…I've been having these headaches, lately."

And he tells May and Matt everything.

Well…almost everything.

He tells what he needs to tell. He talks about the headaches, about what is happening at the school, and what happened with the Shocker, the first time. He describes his nightmares, about not being able to sleep, and thinking that the headaches had just been from stress, originally. About passing out in the hallway after school, and throwing up at dinner with Mr. Stark.

When he goes through what happened with Shocker the second time around, he gets to the point where he got shot and just can't bring himself to say it. Not with the way his Aunt is clutching her arms with her long fingernails, attempting to act as though she is calm, while she listens. So he just says he was banged up, that Mr. Stark took him to the compound to look at him as a precaution, in addition to the reason that he texted Aunt May. Next to her, Matt doesn't comment, even though he knows the truth. But Peter sees the slight muscle tense in his jaw. It isn't a lie _persay_ , and Peter just can't do that to his Aunt. Not right now. Either way, she doesn't look amused at the fact that Tony had lied to her. Again. In Tony's defense though, Peter had lied to him as well…

"I just let him think maybe I was sick, because even though I knew I wasn't, I-…I didn't think I could get him to understand. And I thought he would bench me. Which he, uh… _did anyways_ ," Peter grumbles, glancing down at the table.

May leans forward and places her head in her hands slowly, muttering something in to the muffled space, while Matt sits stonily in his seat, going over the information he has been told.

"Baby, why didn't you _tell_ me?" May asks finally, looking up at Peter, who glances down.

"I…I didn't want to worry you more than I already do," Peter whispers, glancing back up at her. "And I know you do. I know you try to hide it, but…I can see it."

"Peter, of _course_ I'm going to worry about you," She says, exasperated. "That's my _job_ , and it's not like you're out there every night doing drugs or knocking up girls." She rolls her eyes. "God, I almost wish you were doing that instead-

"But the point is-" She continues, as Ned raises his eyebrow, then elbows Peter suggestively, "That when I made this decision, it was on the condition that you were _honest_ with me. I'm not _naïve_ , Peter. I'm not sitting here thinking you're just helping little old ladies cross the street. I _know_ what you do is dangerous, but I also knew you were going to do this _with or without my permission._ I made the decision I made because _I want you_ to feel like you can talk to me." She stares at him desperately. Her voice cracks, "Honey, I don't want to lose you. But I saw-…I knew if I didn't let you do this, I'd lose you anyway."

Ned glances off to the side awkwardly, and Matt stays eerily still. Neither of them say anything, it's not either of their place.

It feels awkward, having this moment with his Aunt while Ned and Matt sit here, especially since Peter hasn't really been vulnerable with Matt yet. At least, not like this. This is an intimate moment, and Peter glances down, feeling stupid tears starting to brim his eyes. "…I'm sorry." His voice betrays him, rough and gravelly as he fights down his tears.

May reaches forward and takes his hands in hers, squeezing gently. "I know. And I know you were just trying to protect me. But you don't have to." She smiles, despite her tears. "You're not the only tough guy around."

Peter smiles back gently.

"Peter," Matt eventually says, finally leaning forward to break the moment. May glances towards Matt, who is clasping his hands together in thought. "What makes you so sure that this isn't the illness or stress from the nightmares that you mentioned?"

Peter clenches his jaw slightly, glancing at May. He hasn't mentioned the warehouse yet, he's been vague about the nightmares up to this point, but this explanation requires it. "Because it happened before all this, I think, I just didn't realize it until the second fight with the Shocker."

Matt gives Peter a confused look, as does May and Ned.

"When I first met Matt," Peter explains, glancing at his Aunt sheepishly. "It was that weekend that you went away. It was supposed to be an easy mission, I swear, but-…It got complicated."

Matt sighs from his spot next to May, an apologetic look on his face. "I wanted to test Peter's skills. It was a simple deal between two crime families, unfortunately they were ambushed by a third party, and we got caught in the middle of it."

May's eyes widen slightly, before narrowing at both of the men at the table. She then glances at Ned, who avoids her eyes. "…You… _all_ knew about this?"

"…And Michelle…" Ned whispers. Peter kicks him under the table. "Ow! She _asked!"_

"Oh, My Lord…" May mutters, burying her head again. "The _nerve_ of you kids. _All_ of you."

"…So this is what it's like to have a mother," Matt chuckles ruefully. May turns to glare daggers at him.

"She's using her 'I will smite you' face," Peter tells Matt, who grimaces.

"Oddly appropriate."

"Anyways, the point is…at one point, we were in a really big bind, and we couldn't see or hear or _anything_ , and they were coming at us and-…I don't know, suddenly, it was like a switch. Suddenly, I just _knew_ I had to move. So I did. And then, _bam_ , a ninja attacked."

" _A what?"_ May asks loudly.

"I know, right?" Ned says, a nervous giddiness in his voice.

"A _what_?" May asks again, turning towards Matt, but at this point the vigilante isn't paying her any mind.

"What was it like?" He asks, tilting his head. "What do you mean you _knew_?"

"I just-" Peter holds his hands up, paused in front of him, as he tries to describe it. "I just…did. It was like, a shock, no-…like a _tingling_ , really sharp, running up my spine and buzzing in my head. And before I knew what I was doing, I jumped to the side."

May is watching him now, with an expression a bit like fascination, the previous question lost on her lips.

"You never mentioned it," Matt adds.

"I honestly…was so disoriented, I didn't know what it was," Peter admits. "I thought it was like…just my heightened senses, maybe instinct or something. And it didn't feel the same as what I've been feeling lately. It wasn't… _painful_ like this is. At school it was dull, low, buzzing…for a while I thought I was just hearing the fluorescent lights. But when I was in that second battle with the Shocker, it-" Peter furrows his brows, glancing up at Matt and May. "It felt the same. I mean-…minus the pain. The sharp tingle, the directionality-"

"Dude, tell them about the dream," Ned says, elbowing Peter in the ribs again.

Matt tilts his head expectantly, as May asks, "What dream?"

"There was a dream, that I had, uh, after I passed out," Peter recalls, finishing the conversation he had had with Ned earlier. "In the dream, I replayed that event. Michelle and I were talking, but then. Then she told me I should be worried for her-"

"Spooky," Ned punctuates.

"But there was something else," Peter presses. "She walked right past me, towards this door I was standing next to. She walked inside. And I did too, there was something, _bad_ inside the door. I just…felt like going in there was a bad idea, but in the dream, I _had_ to, I had to find Michelle. So I went in. And it was black, then something-" Peter shakes his head. "I don't know, I woke up. But then, the next day- when Mercy collapsed, we were walking back and right when we passed that door, it happened again."

Everyone is silent, watching Peter with mixed gazes of fascination.

"This…this… _tingling, buzzing,_ feeling. But everything was loud, and bright, and it was like sound and light was warping and everything, every fiber of my being was pushing me away from this door, but also _pulling_ me. Like a nagging feeling-"

"That was when you were spacing out, huh?" Ned asks, and Peter nods.

"When I told Michelle about it, she called it a weird, psychic, early warning system," Peter says. "She was joking, I think."

"…But not necessarily wrong," Matt murmurs.

May exhales, blowing air up towards her forehead as she leans back in her chair, clearly a little overwhelmed.

"Psychic," Ned grins.

"Psychic might be stretching it a bit," The older vigilante replies, pressing his fist to his chin in thought. "An extension of your senses, perhaps. Maybe even a sixth sense, something that developed slowly, or perhaps was always there, but you weren't able to grasp its function, because you were 'settling in' to your mutation, and your newfound abilities."

"Like when you were in the orphanage…?" Peter asks.

Matt nods.

"So what-" May murmurs from her chair, Peter can see the way she tries to work her way around the issue, testing out this newfound territory in her mind before asking, "what does that mean? If _it's hurting_ him, how does that-" But she still seems at a loss for words. 

Peter should probably be more worried about the idea of having a new ability right now. And he is. He's afraid, afraid of the side effects that come with it. More than anything, however, he is frustrated, because he can't operate the way he normally does now. Whatever new thing he's experiencing is interfering with _everything_ else. And he needs to be at one hundred percent right now, because people's _lives_ are on the line. Flash's life, Betty's life, _Michelle's_ life…

"-only way to know for sure is to remove all the variables. Train in an isolated space, away from any known triggers, and then test out scenarios," Matt is saying. "It could take a while-"

Peter is pulled back in to the present at the man's last words. "No."

Matt's expression slowly turns in to a frown. "…Peter-"

"We don't have _time_ for that," the young hero insists. "People could be _dying_. We have to figure that out first." He sets his jaw resolutely. "We have to go through that door."

"The last two times you were there you nearly passed out," Matt pushes, then tilts his head in a condescending manner. "Oh wait: You _did_ pass out."

Peter feels his cheeks heat up, anger blooming in his chest.

May gives him a warning look, and she knows him too well. She can see that he's about to snap at Matt, and is trying to head it off as best she can. Peter feels even more put-out by this, because she's _suddenly on Matt's side_.

Ned, wisely, stays quiet in his corner of the nook.

"I'm _fine_ , I can tough it out," Peter urges, a final attempt to change the older vigilante's mind.

Without hesitation, Matt folds his arms, and says bluntly, "I don't think so. Look, kid, I know you don't want to hear it, but given what's happened…right now you're just not in the condition to go out into the field on this one. _I'll_ go to school." He pauses only a fraction of a moment before adding, coolly, "Alone."

Peter stares at Matt levelly for a moment, his jaw creaking slightly as he tries to reign in the disappointment and anger running rampant through his veins. Benched. He'd been benched. By Matt. He'd been taken off the playing field _again._

It wasn't _fair._

"That's _not fair,"_ He hears himself blurt, rather childishly, but he can't help it.

Matt sighs, while May grimaces slightly from her spot on the table, her tone placating, "Peter, you could get hurt."

"And I don't want to take that chance," Matt adds.

"I could get hurt all the time!" The teenager throws back, and now he's half standing, gesturing behind him, towards the window, and the very faint Brooklyn skyline in the distance. "And besides: I don't ever see that stopping _you._ "

"That's different," Matt replies evenly, which serves to enrage the teenager even more. Because he's starting to sound like-

"Oh, because I'm a kid?" He challenges.

"Yes!" The sentiment is a chorus of two, both his Aunt and Matt answering in the affirmative together.

Peter glares at the both of them, hands clenched in to fists at his side, the betrayal stinging his cheeks and the corners of his eyes.

"…Dude…" Ned says softly, a gentle tone as he reaches out and lays a hand on Peter's forearm. Trying to calm him down. But Peter will not be calmed. Matt was supposed to be the person who _didn't_ see him as just a child. Matt was the person who was supposed to see him as _more._ But now…

Screw this.

"You're just like him," Peter scoffs at Matt, before pulling away from Ned roughly and storming towards the front door of the apartment. He hears his Aunt call out his full name roughly, obviously pissed at his lack of grace, but he couldn't care less right now. He opens the door and slams it behind him, accidentally putting a little bit of his super strength in to it, so that the wall rocks a little as he runs across the landing and towards the stairwell.

~~

Peter doesn't know where he's heading until he gets there. His mind is on autopilot, a whirlwind of thoughts and bitter exclamations that pile up like snow on the top of a mountain, a dangerous cornice that threatens to topple at any moment. The teenager feels overwhelmingly betrayed, and he has half a mind to go to the school himself, because there isn't enough _time_.

But he doesn't, because for all the anger he holds within him, a tiny part of him acknowledges Matt's reasoning. And…if he's being truly honest with himself, another tiny part of him is afraid to go through the door at the end of the hallway alone.

 That frustrates the living Hell out of Peter, because to acknowledge it means to have to admit that Matt and Mr. Stark are right. That he's _not_ in tip-top shape, and even worse, that he _is_ just a kid, unable to get over a stupid fear. A _real_ hero would blow right through that door with no hesitation.

Still, he doesn't go.

He steps on to the curb, through sliding glass doors, and in to chaos that surprisingly, doesn't send his head spinning. The overhead, fluorescent lights don't ring and buzz in his ears. The constant roar of conversations don't threaten to bring him to his knees, and the smell of antiseptic, blood, urine _, vomit_ doesn't even force him to the nearest bathroom. Peter makes a mental note of this, as frazzled as he feels, as he passes the elevator and opts for the stairs.

The school. It had always been the school. Every day he'd go to school and get a massive headache. Then the act of being there all day caused it to follow him in to the night. But the weekends had brought a sort of peace. And now, now that school was closed, and he hadn't been there in four days, now his head was blissfully silent.

But what did that mean?

Peter presses his lips in to a thin line as he hovers near the threshold of the door, not sure if it's even really within his rights to be here, but he feels like he should.

When he's finally noticed, he's greeted with a weak smile and a small snort. "…Hey…dickwad…"

"Hey, Flash," Peter says softly, finally shuffling in to the room a foot or two. He keeps his hands bunched up in his pockets awkwardly.

Flash looks a horrible sight. He's lying on his side in the small bed, his hair oily and pulled back, sweat covering his face, and dark circles under his eyes. He's got a small, plastic bedpan next to him, and he's hugging it slightly. Peter's enhanced senses pick up on the faint smell of vomit leftover in the air. He grimaces slightly.

"You didn't show, with the rest of the team," He continues, and chuckles weakly. "Wassa'matter, 'fraid of a little cold, puny Parker?"

It's either a step above or a step below "penis parker", the teenager can't decide right now, but he doesn't bother getting mad. Peter knows this, more than anything, is a front. Flash is scared, it's obvious.

"No, I'm sorry, Flash," Peter says sincerely, instead. He doesn't offer an excuse, mostly because he doesn't have one, and also because it doesn't matter. "But I'm here now."

Flash rolls his eyes. "Oh, come on,"  He rolls on to his back, rubbing the heel of his palm against his eyes. "We all know you're just here…cause your _girlfriend's_ sick…"

Peter can't help the burn on his cheeks and ears at that statement, despite it not being true. "That's not-" He starts, then sighs. Once again, there doesn't seem to be any point in arguing it anyways. What was the harm in letting it go, in letting Flash get his digs in, especially if they might be the last ones he gets to-

An icy resolve moves through Peter as the reality of his train of thought sinks in. In his pockets, he feels his hands clench in to fists.

"I'm going to fix this," he promises, his voice hard and his tone resolute.

Flash pauses with his hand still pressed to his face, then turns his head slightly towards Peter, staring at him as if considering the teenager's sanity. " _You?_ What are _you_ gonna do?"

Peter can't answer that question, so he doesn't. "Just rest up. Okay? You've gotta be ready to go for Decathlon practice next week. We _all_ know what'll happen if _I'm_ on the team."

The self-depreciative comment is worth it if it gives Flash a little boost, and it's a little satisfying to turn on his heels, watching his classmate stare at him as if he's nuts as Peter walks down the hall. Peter doesn't truly mind it. He's…well, he's used to people underestimating him. Might as well play in to it for the benefit of everyone else, right?

And…it's not like Flash was _completely wrong_ either, about his reason for being here.

He knocks gently on the door, peeking around the corner, before finally entering. To his surprise, the room is empty save for the occupant, who is curled up in the hospital bed with a rather large book resting between her knees.

Michelle turns to look back up at Peter as he enters, her eyes widening. She draws her knees up a little closer and ducks her head slightly. Peter never really thought of MJ as shy, but she looks it now, the way she avoids Peter's eyes.

"Why are you here?" She asks, and Peter doesn't miss the way her throat sounds slightly raspy, and perhaps, a little breathless.

"I-…to see you?" Peter says, though the upward inflection causes it to sound like a question. She doesn't seem very pleased to see him, which hurts a little. "Do you want me to go?"

There's a hesitation to her body language, as if she's considering it, before the tension releases finally. "…No. Just…turn around for a second."

"Uh…Okay." Peter does as he's instructed, turning in place and staring at the ceiling awkwardly as he hears shuffling behind him. He hears the distinct sound of someone blowing their nose, then a small thunk that must be the wastebasket.

"Okay."

Peter turns around.

Michelle has re-positioned herself on the bed, facing him now. Her already-frizzy hair looks more poofy than usual, especially in the back, where she has no doubt had her head rubbing against the pillow for the past night. She has dark circles under her eyes, similar to Flash, as well as a shiny sheen of sweat across her forehead. But her eyes are red and puffy, and Peter can no doubt tell that she has been crying, and it's suddenly obvious this is what she was trying to cover up, so he doesn't comment on it. Instead, he sits down in the empty chair next to her bed.

"How are you feeling?" He asks.

"Like crap," She replies honestly. "It's like the nastiest flu I've ever had, except, you know, it's not the flu."

"Do they know what it is yet?" Peter probes, glancing down at the end of the bed, where Michelle's chart should be. He notices that it isn't there.

"Nope, they don't have a clue. They're trying to be reassuring though, they use soft, high-pitched voices around me," Michelle drawls. "Like I'm four instead of fifteen."

"…Where's your sister?"

Michelle bristles slightly. "You guys met?"

"Yeah, she showed up after you fell asleep last night," Peter responds cautiously, gauging Michelle's expression as he does. "I'm sorry about leaving last night, we didn't want to but, uhm…she asked us to leave."

"Yeah, she's like that. Really protective," Michelle lets her head hang slightly, staring at the white blankets covering her knees, pooled in a way that create miniature mountain ranges across the bed. She pushes at a fold in the fabric with her fingers. "She's at work now. She doesn't get a lot of time off."

"What about your parents?" Peter asks, hoping this doesn't push the line too far. But she had confided in him, had told him the story, so he hopes he's allowed this. Michelle sighs, but doesn't shut down, surprisingly.

"My mom is in Florida with my Aunt." She says, glancing out the window. "Apparently."

Peter swallows slightly, glancing down. Oh…that's _new_.

"She's staying there for a while, to 'clear her head'. There's a storm over there so flights are grounded…and my Dad…" Michelle shrugs, then chuckles bitterly. "I have no idea where he is. Gayle can't get ahold of him."

What a mess. Peter's starting to feel anger rising in his chest again, though not because of Matt or Mr. Stark. He sighs, leaning back in his chair and saying the only thing that can come to his mind. "Adults _suck_."

Michelle, hunched over and pushing at her blanket, snorts loudly, and Peter can see a grin between her large, curly locks of hair. "They really do."

"I hope I never become one."

She turns her head towards Peter and raises an eyebrow. "Gonna change your last name to 'Pan'?"

"That's the plan."

"You're an idiot," Michelle doesn't hesitate, shaking her head. "I can't wait to be an adult. Then I can make my own decisions, be in charge of my own life."

Peter actually knows the feeling. "…That _is_ a nice trade-off…"

There's a small lapse of silence between the two of them, before Peter adds, "Matt benched me."

"Because of what's happening to you?"

"Yeah." Peter looks down as his hands, resting in his lap, and curls his fingers in frustration.  "Which is a stupid move. Because I need to help. I need to figure out what this is, before-" He cuts himself off, glancing up at Michelle, and unable to meet her eyes.

"Don't do that."

"What?" Peter furrows his brow, glancing up at his friend, who is glaring at him.

"Don't do the whole, 'Oh no! My friend is sick! I have to save her!' thing. I'm not a damsel in distress," She scoffs, folding her arms.

"I didn't say you were!" Peter exclaims.

"That, right there, with the sad eyes and the solemn man-stare of pain at your open palms, that is _textbook_ damsel-in-distressing," Michelle presses. She reaches forward and grabs the oversized book from the bed, lifting it for Peter to see. "I'm nowhere near that lame."

"What are you talking about?" Peter asks, before Michelle tosses the book towards him. Peter catches it without missing a beat, and looks down at the pages. In the center of the book, the pages are parted, forced apart by something wedged in between. Peter opens the book and it automatically flips to the interruption in the binding. Three manilla folders slide from the pages and on to his lap.

"What's this?" Peter murmurs, lifting the folders and opening them. The first one is Michelle's own medical chart, he notices, seeing the name scrawled in the top corner, followed by a slew of medical jargon jotted down. Peter can't make heads or tails of it by just glancing through it, he'd have to look it over more carefully.

There are two other folders here, however, and Peter opens them to reveal names he doesn't recognize. He glances back up at Michelle, at a loss. "…Uhm?"

"Remember the first time you saw Flash in the hospital, and we listened in to that doctor's conversation?" Michelle asked.

"Uh…yeah," Peter replies, not really knowing where she's going with this.

"Okay, well, at the time, she told Flash's dad she had _two_ other cases like Flash, right? But nobody said anything about anyone else at school being in the hospital. Even though people were absent, people were getting sick, nobody had checked in to the hospital yet. They _couldn't_ have, I realized." Despite the pale pallor of her skin, she seems to be on a roll, getting excited and turning so she is sitting more towards the edge of the bed. "If three people checked in to the hospital with these symptoms, and _all_ of them were from Midtown Tech, they never would have waited that long to shut the school down. Something had to have kept them from assuming Midtown Tech was common factor. So I thought, maybe they _aren't_ from Midtown Tech. So I got Betty to fake feinting on her way to the bathroom-"

"Wait, you what?!?"

"-so she could distract the nurses. Then I grabbed whatever I could, and I was lucky. They were putting together records for the CDC, including a list of all the patients who they thought were afflicted. And when I looked at the list, I recognized all the names except _two_. So I snuck through the hospital and grabbed their charts." Michelle smirks proudly at him, her feverish eyes bright.

"You-…" Peter stares down at the two names and charts in front of him. "How did you even-"

"This place is _overwhelmed_ right now, trust me, it wasn't hard. Nobody is really paying attention. They're freaking out, nobody knows what to do about all these patients. The CDC's going to investigate the school, but I think, maybe there's something else going on. Look at the dates." Michelle impatiently stabs a finger at the charts. "Look, here."

Peter follows her finger to the dates she is addressing, the admission dates of the two men in the charts.

"…That was three weeks ago…" Peter murmurs. "That was way before Flash collapsed."

Michelle nods.

"They were exposed to whatever everyone else was first, so they…" Peter sucks in a breath, realization settling in. "If they didn't go to the school…"

"Then logically, they were probably at the source," MJ finishes.

"I've got to talk to them, as Spider-Man. Crap, but my _suit._ Maybe I could get-" Peter trails off as he thinks of Matt, the scariest and most likely interrogator to get something from the two men, in addition to being able to tell if they're lying, but how could Peter even face him now after what had happened back at his apartment?

"…Yeah, that's going to be a problem." Michelle mutters.

"I know, maybe I could wear the old suit."

"That's not what I'm talking about."

"What?" Peter asks, and Michelle sighs.

"The place I got the files from," She says softly, drumming her fingers against the bed nervously, "was the morgue."

**Notes for the Chapter:**

> And um...I left you with another (ish) cliffhanger. So much for being sorry. 
> 
> But I'm already working on the next chapter! And...I know that at least a few of you have been waiting for what comes next since the previous story. I hope I don't disappoint. :)


	10. Ten

**Notes for the Chapter:**

> So I saw Endgame this weekend, and I'm sure some of you did too. I will not spoil anything, obviously, but I think we all knew it was going to be a wild ride. That being said, I felt like all ya'll deserved something nice, like an update! Plus, I had been thinking about this fic a lot lately. 
> 
> As for the future fate of this series, I have not decided if it will be Infinity War/Endgame compliant. I am leaning towards no. Have an opinion on that? Leave it in the comments!
> 
> An update on my Dad: Thank you for all the kind words that were shared in response to the PSA chapter regarding my dad. I am going to take it down after I post this chapter, just so that the chapters at the end don't stack up. I am really, truly very touched. We've done all the scans and prep stuff, and now he's undergoing treatment. Everything is pretty unknown, which is frustrating, but overall from what we have learned he has a better chance than they thought he did. Small, but better.
> 
> Writing this helped me focus on something else. I love telling stories, and I love that there are people out there who want to read them <3

He goes at night. As aggravating as it is to wait, given the time sensitive circumstances, it is better to go at night. Less people, less chance of being caught. Less distractions.

Having a radar sense isn't a one-hundred-percent, full-proof replacement for sight, not by a long shot, and Matt will admit he prefers being in places that he is well familiar with. Oh, he can make do with foreign territory just fine, but it requires a bit more concentration when he can't rely on muscle memory, or the mental maps he's created over the years of living in, and listening to, Hell's Kitchen.

He clicks his tongue slightly now and again, a sharp sound that resonates and returns to him as a full map of the area, allowing him to focus on his true target: the large group of buildings to his left, cordoned off by a heavy, iron gate and flimsy, cardboard signs with the smell of fresh, industrial acrylic. Matt doesn't know what they say, but guessing from the freshness of the ink and the soft creak of the zip ties holding them to the fence, he can guess they are temporary closure signs, warning others not to breach the perimeter.

He had debated going as Matt Murdock, not Daredevil, to save time. Daredevil would draw too much attention in the daytime, should a civilian be lucky enough to spot him, and it would be easier to explain away the presence of a lawyer   at a location that had potentially poisoned dozens of children. But Matt is still wary from his experience the previous night, at Fogwell's. He isn't willing to risk his identity. It's the only safeguard he has.

He waits in the shadows under the railway bridge, until a rare gap in vehicular and civilian traffic presents itself. Then he vaults over the tall, iron fence.

There's an eeriness to a school that is empty when it shouldn't be. His own education was quite unorthodox, so he didn't experience much of school halls, but he still remembers passing yards in the summer, hearing nothing, and being…particularly disturbed by it. He tries not to pay it any mind now, keeping low and sneaking towards what he assumes is the main structure, but it _does_ weigh on him. That these are children, with families, and lives ahead of them. Peter's classmates, Peter's _friends_.

Peter.

Matt tries not to think about the teenager's accusation, tries to chalk it up to a stubborn kid lashing out, but it nags at him anyways. The man doesn't appreciate being likened to Tony Stark, considering Matt, quite frankly, is against almost everything the billionaire stands for. Born in to privilege and known for hypocrisy, Stark's radical swing from ostentatious and reckless vigilante, to green energy pioneer and poster child for the Sokovia Accords failed to impress Matthew Murdock. If anything, it served to lower his opinion of the man, especially considering the negative consequences the Accords would no doubt have.

A safer world for all, a safer world with safer vigilantes.

Provided the vigilantes were the Avengers. And _only_ the Avengers.

Matt did not disagree with the fact that the Avengers had been a problem. They were reckless, they didn't take in to account the consequences of their actions and didn't know _how_ to operate effectively, efficiently, or diplomatically. But signing the Accords as they were written had been essentially assuring discrimination against anyone like himself, or other "lesser" vigilantes. It paved the way for anti-vigilante legislation, perhaps even anti-enhanced legislation, the talks of which he was already hearing around the DA's office, and should such legislation be passed, no longer would the use of powers by an enhanced human being be a blurred judicial predicament. It would become an active target for judicial action.

And yet, somehow, amidst all these talks and hearings and handshakes, Stark had decided it would be a good idea to suit up some fifteen-year-old with super powers and send him on his way. That was the problem with these self-proclaimed heroes, do-gooders, and champions. They didn't understand the politics, the consequences, the _system_. Whether it was intended or not, Tony Stark was encouraging Peter out into the streets while simultaneously signing his arrest warrant.

The walls of the main building tower over him, re-directing a vast majority of Midtown's bustling, daily soundtrack. A less experienced Matt, child Matt, might have been thrown by the echo of conversations, car horns, subway cars, bouncing off the tall brick walls, but the man he is of present has long since mastered the unique sound patterns of the concrete jungle. He heads for the front entrance quickly, pulling gently, confirming his suspicions that the building would be locked.

_Peter had mentioned a side entrance during one of our training sessions._

A side entrance where he and his classmates practiced for Academic Decathlon, and when Peter patrolled as Spider-Man, the entrance his friends used to sneak in to a computer lab and monitor his nightly activities. Matt scoffs good-naturedly at the idea. It's… _cute_ , he supposes, that Peter's friends tag along with him on his adventures. And Matt himself has to admit that it isn't necessarily a bad idea. After all, their presence had gotten the two of them out of a sticky situation not two months ago-

He hears the creak of leather from his fists tightening, as he turns a corner, where he senses a few more buildings, bleachers, an open space, then-…a larger building with two roof heights, one exceptionally taller than the other, wide yet not deep.

He moves towards his target and tries hard not to think about that night. The night he was almost responsible for a child's death. That's what Peter was, there was no point arguing semantics about it. Legally. And Mentally. Not that Peter wasn't smart, or mature (in his own way), or capable, but he still had that… _innocence_ about him. That brightness in his soul. Matt hated the idea of a kid like Peter getting involved in a life like this. A life that seemed, more days than not, Godless. A life where true evil lurked, and the Devil ran rampant.

Best case scenario, Peter would live to become tired, haggard, and cynical. The light in his soul would fade. Worst case scenario, he would end up dead before he turned eighteen.

That being said, the decision to take on Peter as a mentor had _not_ been a light one. Matt had slaved over it the full two weeks that he had been mostly bedridden after the Hand's ambush, incapable of walking and even worse, benched for the simple fact that he needed to keep up appearances and not call suspicion to himself. Low on finances and lacking internet, he'd spent an annoying amount of time in the (relative) silence of his apartment, with nothing to think about _except Peter Parker_ , the fifteen-year-old who had swung in to his city, and with his rebellious nature, also into Matt's life.

Matt had talked to Karen and Foggy about it, vaguely, enough to suggest that Spider-Man was on the green side, both in experience and in age. But he only laid down the full truth to Father Lantom upon a rare house visit, spinning the intricate web of worries and doubts he'd spiraled around in his apartment. Could he be a mentor? Could he take on such a responsibility? Did he have the right? Should he tell the kid's parents? Should he drag the kid back to Stark?

_"In every man's life, he is faced with the decision, perhaps once, perhaps many times, of either leading another onto the righteous path, or allowing them to stray in to the dark."_

_"This kid isn't going to go dark-side, Father."_

_"I'm not talking about good and evil, Matthew. I'm talking about guidance."_

_"Ah." A mild scoff._

_"I'm not talking about conversion, either. He needs someone to show him the way. And he's going to attempt the journey, whether he has a guide or not."_

_"…"_

_"So I guess the question is, are you going to let him be, or will you show him to the path?"_

Matt had texted Peter the next day, giving him the address for Fogwell's Gym.

Even if he didn't agree with it, he had respected Peter's choice to do what he wanted with his own life. And even if he didn't ask for it, he had been given the responsibility of looking out for the kid when he had decided to bring him to that warehouse two months ago.

He wishes he could go back and change his mind. Mostly because he _likes_ Peter. And with everything that has happened with the kid lately-

He doesn't _want_ to care as much as he does. He already is stressed enough as it is thinking about Foggy and Karen getting caught up in his life. As much as he tries to ditch the lines he was fed by Stick as a kid, and then again, as an adult, the man has a point: The simplest solution for living a life like this is to cut ties. But Matt knows that isn't _the right_ solution.

That's the thing about life: High Risk, High Reward. The gamble of caring is that for everything you gain, you have that much more to lose.

But 'tis better to have loved and lost though, right?

Matt's hand brushes the door about ten seconds after he makes a mental note that it's coming up, and he extends his fingers, brushing his fingertips against the metal handle. He hesitates before he pulls, but a smile stretches across his face when the door opens easily. He slips inside.

 The theater is large, hollow, perfectly designed to carry sound from the furthest reaches of the stage to the back row of  would-be audience. He crosses it quietly.

According to Peter, this is where the first student had collapsed.

Matt concentrates.

He once described his senses as a 'world on fire' to Claire Temple, when she had asked. Ever changing, ever moving, swells and flicks and brushstrokes of 'light', really just 'pings' on his mental radar. Concentrating, then, would be like dumping gasoline over the surrounding area, and watching the flames spread. Everything becomes sharper, illuminated, if you will. Matt searches through the walls, above, and below him, branching out further and further.

He tries to smell it first, something… _anything_ , that seems _off_. The kid had collapsed last week. Picking up whatever Peter's classmate left behind was a stretch, even for Matt, but other kids had also gotten sick since then. Still…this whole place had been a ghost town for nearly four days.

He doesn't sense anything out of the ordinary.

The air tastes stale, but neutral. Normal. Not even the slightest hint of asbestos, which was pretty good, for a building this old.

Old food, crumbs, sweat, water, newly dried paint, only a few days old. The aftermath of some chemical spill somewhere near the chemistry lab. Just a salt solution, nothing toxic. Matt huffs slightly, then continues forward, pushing open the doors into what seems to be a hallway.

To the right of him, another door…through there…multiple, square objects. Electricity humming. Multiple-hundreds, actually-lines of electricity, data flowing, processing: A computer lab. To the left, open space, a long hallway leading to double doors, that turns sharply to the right. The rest of the school. In front of him, a shorter hallway…the smell, taste of brass, nickel, and metal polish, rosin, horse tail hairs: band room.

Matt turns on his heel to the left, taking his time, his feet light, as he walks down the hallway.

He sweeps past the first door he comes across. Janitor's closet. He hears, smells, tastes nothing other than regular cleaning supplies, so he doesn't bother investigating. The next door is an office, band director if he could gauge by the cases with instruments inside, the strange trophies, and stacks upon stacks of papers.

At the third door, he stops.

Or rather, he happens to stop. It isn't what initially catches his attention. Instead, he turns towards his left, listening to the water flow through the pipes and up to the spigot of the water fountain. Matt frowns. The pressure is low.

Matt takes a step towards the fountain, ready to kneel down and investigate, when something else catches his attention.

A humming…no, _a buzzing_.

He turns his head slowly, then his body, until he is facing the other side of the hallway. The large, heavy door stands menacingly in front of him, and despite himself, he feels a strand of unease pass through him.

Matt furrows his brow, before walking up to the door. There's a simple pane of glass embedded in the upper half, vibrating slightly, mostly from whatever it is that Matt is hearing. The man lifts his hand to the glass, wiping it across, registering the uneven feeling of paint on the window. The layer is _just_ too thin to make out when he knocks on the glass and listens to the vibrations run through it. So he traces it with his finger…

… _M?_

… _A. I (or L), M? No, N..T…E_

"Maintenance," Matt murmurs. He lets his hand slide down to the metal handle, hesitating if only for a second, before pushing the door open.

Ahead of him, there would be no light, as he doesn't sense electricity flowing to any fixture in here. It would be unnerving, terrifying to some. But the dark has never made a difference to Daredevil. Instantly, he senses the set of stairs in front of him. He takes the flight down with sure footing, tilting his head as he goes.

There it is, plain as day. A buzzing sound. Perhaps more of a humming. Something he has never heard before, as he can't place it right now. It sounds…almost…ethereal, to him. Could this be what Peter was picking up? If so, why was it causing the kid so much pain?

He reaches the bottom of the stairs and frowns, arcing his head, and his ears, to get a better sense of the space. There's a small maze of pipes and cables, running through main conduits, splitters, and being sent out to various units in the school. A boiler room, of sorts.

The buzzing is coming from the far wall. Matt ducks under a pipe and slides past an air conditioning unit, kneeling down.

_What…the Hell is that?_

There's… _something,_ on the wall, square (he _thinks_ ) in shape, small. The buzzing sound it emanates varies in pitch, almost beautifully. It seems to be hollow, but Matt cannot be entirely sure, whatever it is…it confuses his senses enough that it's almost akin to seeing through a blurred lens. But there _is_ something protruding from it…a tube of some kind, snaking its way through the mass of pipes. Matt follows it to a water pipe, and again, Matt notices the lower pressure…and attached to it is this tube, at a cross section that had once been cut and capped off…

Matt feels his way along the pipe with his fingers, paying attention to the vibrations, mapping out the maze of plumbing, until he comes to the next cross section, and a valve. Satisfied at his finding, he pulls the valve, shutting off the water source. He waits until he senses the pressure dissipate, then registers the backwards drainage from the newly-attached tube back into the main pipe. He feels for, and eventually finds, the discarded cap, then pulls the tube away. He ducks as the last of the water sprays out, avoiding getting any in his mouth or eyes. As quickly as he can, he caps the leaking section.

The end of the tube now sits in his hands, and Matt bends down to smell it.

He grimaces.

" _Never come across_ that _before…_ " He mutters, at the foreign smell. It's subtle, so subtle he can only get a whiff of it, though he is nearly sticking his nose in it. The low pressure…must have allowed some backwards flow from this tube. A tube that had been placed here by someone...someone who had been trying to siphon off water, it seems like. The flow of water from the tube moved into the mysterious square object, not away from it. But whoever had done this job hadn't check the results of their work, and something was cross-contaminating the water. Whatever it was-

A mechanical sound, a _very different_ mechanical sound, alerts him, and he startles, twisting in place. Unfortunately, it's the wrong move. He jerks the tube, just the slightest bit, and there's a small, high-pitched interruption in the buzzing sound. Then the square object, whatever it is, shudders and collapses in on itself, slicing off the end of the tube and leaving Matt with the short end, dribbling water.

But the object…it's gone.

The buzzing, everything. Matt scrunches up his face, breath leaving him as he shuffles forward, shoving his bare palm out. He touches nothing. Just the bare wall. It's as if nothing were ever there.

_Fuck! What the Hell was that?_

" _What the Fu-"_ Matt is cut off by the rushing sound of a small, very small, engine cutting off, followed by a very distinctive _clang_. It's relatively far, just outside the building, which gives Matt enough time to slip away. He grimaces, feeling the weight of the tube in his hand, trying to decide whether to lose it, or take it with him. In the end, his grip tightens on the material and he runs up the stairs with it.

Throwing caution to the wind, he gives up on being stealthy and sprints down the hallway, barely making it around the corner before the clanging sound of metal rings true, clearing the barrier of the theater doors. Matt grimaces. A person, metal, titanium…gold…

Stark.

Matt scoffs under his breath as he hears the mechanical whir of parts as they slide past one another, and the Iron Man armor takes a step forward, turning slowly.

"F.R.I.D.A.Y., let's go ahead and do a sweep," comes the slightly mechanical, lower voice of Tony Stark, but it's still unmistakable to the other vigilante. He curses under his breath and moves from his spot around the corner, moving down the corridor as quickly as he can with as little sound as possible.

It's not like he hadn't thought of this particular situation when he came here.

In fact, it was part (albeit a small part) of the reason why he had been so insistent on coming alone.

Matt hurries down the main hallway, taking a chance at being out in the open, knowing that the main entrance is the closest to the street, and his best chance for blending in. He isn't a tech guy, never really was, mostly because screens do nothing for someone without sight and assistive technology, while a life saver, isn't compatible with _most_ programs. But he at least knows enough to be sure he won't escape the notice of Stark's scanners. If he can just get off the grounds before that happens, he might have a chance to utilize the one thing about him that probably keeps Stark from guessing his identity to begin with.

The fact that he's just a normal, unassuming blind man.

Ha.

The second he shoves the main doors open, he hears the iron man armor turn, proof that Stark's AI has him made.

Matt is a fast runner, but he isn't so fast that he can outrun the now-activated repulsor engines in the suit's hands and feet. Matt grits his teeth slightly, reaching his hand down to feel the area where his billy club rests. He pulls the club part way out of its holster, enough to slip the section of pipe onto the smaller cylindrical object, then shoves it back down. It doesn't fit, not well, but it's at least partially concealed. He then steels himself for the inevitable, turning away from the main entrance and back towards the inside of the hallway.

A second later, Iron Man rounds the corner, leaning back to halt in mid-flight, touching down quickly on to the aged tile.

The metal helmet tilts to the side, and the faint smell of burn-off from the repulsors tingles Matt's nose. He makes sure not to move as the armor takes a step forward, and the metallic ring of Stark's voice fills the air.

"I don't believe we've had the pleasure of meeting."

~~~~

_Earlier that night._

_~~~~_

"…After you."

"Oh no, I insist."

"Ladies first."

"-an archaic practice."

"…But I don't wanna."

"Wimp."

Peter shivers slightly, a reaction he is telling himself is just from the cold, rather than the place they are currently standing in. His eyes dart from Michelle, standing awkwardly in her long, hospital gown, towards the rows of silver drawers laid out in front of them.

This was such a bad idea.

 _"Okay,_ so all joking aside, one of us needs to grow a pair within the next few seconds," MJ hisses slightly, breathlessly, next to him. "Or we're gonna be in a lot of trouble."

"Okay, okay-" Okay. _Suck it up, Parker._ Peter inhales deeply, stepping up to one of the drawers with a number Michelle had gotten off of the files. His fingers brush the metal handle, and for a second he almost backs out. But he can feel MJ's eyes on him, and the sense of urgency this situation requires nags at the back of his mind. So, taking another breath, the teenager grips the handle and pulls.

The drawer slides open with an impressively quiet rolling sound, extending a ways longer than Peter's standing height. Michelle's eyes widen with a morbid curiosity, and Peter's face contorts in to a grimace, as the face of one Randy Vale greets them. Only he is paler than his photo.

And, you know, _less alive._

"So…" Michelle murmurs. " _That's_ what a dead guy looks like."

Peter swallows warily. "So I guess we should…"

"Yep." Michelle agrees, though neither of them immediately make a move, opting instead to continue staring at the body in trepidation. Eventually, however, Michelle sighs, handing the medical files they had brought with them towards Peter, who furrows his brow in confusion.

"Are you sure you want to-"

"We don't know if it's contagious," Michelle explains, taking a step closer to the body, and like Peter, she takes a steadying breath. She reaches up to brush her sweaty hair away from her face, trying in vain to get it to stay behind her ears. Peter instantly feels guilty for letting her talk him in to this, she should be in bed. Resting.

Peter begrudgingly takes the file, opening the manila folder and lifting the first page, his eyes scanning the notes, decoding the medical jargon as best he can with his knowledge of biology. Not for the first time, his high school education, though advanced, still manages to let him down.

"Uh…" Peter blinks at the diagram. "Cause of death: …M.O.D.S., I don't know what that is…severe dehydration…"

"Look at this."

Peter looks up from the file and gasps, " _What are you doing?"_ , at the sight of Michelle, holding the dead man's arm in her hands.

She looks back at him and raises an eyebrow. "We don't have a lot of time?"

"Y-…yeah, but that's…" Peter grimaces. "…gross…"

"Shut up and look," Michelle orders, ignoring Peter's squeamishness and pointing at the man's hands.

And that gets Peter's attention.

There's…something _purple_ on the skin, and not the dark, plum purple of mottled bruising. A less natural-looking purple, bright and bluer in hue. It almost looks like the skin is subtly stained, like the man had been working with ink a couple of days before his admittance to the hospital.

"Whoa…" Peter murmurs, leaning slightly over the body to get a better look. He pulls the report back open once again, flipping through the pages to find anything that could explain the stained skin. "They mention it in the report as ‘unknown discoloration’. That’s weird, maybe it’s from whatever killed him. Like maybe he was, I dunno, working with something? A chemical?”

"Like the Canary Women," Michelle murmurs, "from long term exposure to trinitrotoluene while packing shell casings.”

Peter nods in agreement, finishing the thought on his own. "Exactly. Turned the skin, the hair, everything, bright yellow.”

Michelle glances at him out of the corner of her eye, and their gazes meet for a moment, the two of them sharing an appreciative smile of one another. Then Michelle turns back down towards the body and the moment is gone.

"What's your psychic thing say?" Michelle deadpans. "You feeling any inclination to keel over?"

"…I don't think it works like that," Peter replies wistfully, "But um…no. I don't feel anything."

"They didn't _even try_ to bullshit an answer?"

"No…" Peter says softly, flipping the report back open and going through it. He looks for the toxicology report. "I don't think so." He even switches to the report of the other deceased worker, stored in a different section of the morgue. “But it _is_ on the other guy, too.”

Michelle huffs slightly, glancing around the morgue, then points towards one of the tables. "Hey, go grab me a scalpel."

"Excuse me?"

"A _really sharp knife_."

"I heard you, but _why_?" Peter clarifies, narrowing his eyes at Michelle, who shrugs.

"Skin sample."

"Are you _nuts?_ "

"Come _on,_ Peter!" Michelle throws back at him. "None of these people know what the Hell is going on, and as soon as the CDC gets here nobody will ever see these bodies again. What if they can't figure it out?"

The consequences of that outcome hang in the air between them, and it doesn't take a genius to figure out they are both thinking about the same thing: the doctor that spoke to Flash's parents, the implications of what would happen, should his condition continue untreated.

"What are _we_ gonna do with it?"

Michelle shoves him lightly from across the table. "You're the most _stupidly smart_ person I've ever met when it comes to science, you'll figure it out."

Peter is taken aback at the fact that Michelle called him smart. Not really that she thought that he was smart, but rather that she said it. To him. Instantly, he's taken back to the night in the hotel in DC, sneaking out of his room to go after Toomes's crew. Running in to Liz, hearing her say a similar remark, and he remembers the way his heart had almost stopped.

His heart doesn't stop this time, perhaps because it had stopped, and hadn't started again, the moment they broke in to the hospital morgue, but Peter realizes with a sudden, clarifying certainty that it means more to him. Michelle doesn't compliment people. She states things she thinks are facts.

It gives him a strange sort of motivation, just the kind he needs to turn awkwardly towards the metal table holding freshly-sterilized instruments, grab a scalpel, and hand it to MJ. She doesn’t seem to notice his momentary brain spasm at her words, because she simply grabs the scalpel from him and positions it over the skin of the dead man. She holds it steady…

…and holds it.

Peter blinks at her from across the table. “…What’s wrong?”

Michelle furrows her brow, glancing at him from underneath her sweaty, messy hair, but doesn’t turn her head. “Nothing.”

“…Then why are you-“

“Do _you_ want to cut in to the dead guy?” She snaps at him.

Peter opens his mouth. Then snaps it shut.

“Okay so give me a minute,” She says in one breath, jutting out her lower jaw and blowing air upwards, to get a stray hair away from her eyes. Peter watches her internally rally, mouth “okay” to herself once, before dipping the scalpel forward…-

The high-pitched whine of “YODELE-HEE-YODELE-HEE-YODELEHEE-“ from Peter’s phone causes the two of them to jump, both eliciting loud screeches of terror as Michelle drops the scalpel. When they both get their wits about them, they are about three feet each from the metal edge, and Peter hastily starts digging for his phone, placing a hand over his heart as Michelle curses colorfully and leans against the nearest, sanitized table.

“H-Hello?” He asks, sucking air back in to his lungs as he tries to catch his breath.

“ _Yo, sport. How you doin’?”_

“Shit,” Peter mouths, pulling the phone away to confirm his suspicions. “T.S.” Flashes across the screen. Jesus, why hadn’t he checked before he answered?!?

There is a very forced casualness to the tone over the phone, something that makes Peter strangely paranoid that Mr. Stark knows what they are up to. It could always be, however, the fight they had Peter’s last evening at the compound. God, please let it be that.

“Uh, Good! Good!” Peter says, a little too lightly, as Michelle shakes her head with wide eyes, probably having picked up on who it is. She leans down and grabs the scalpel, coming up slower than usual, and Peter almost steps forward to grab her arm when she sways. Again, the fact that this was a bad idea starts to make itself heard loudly in the back of his head, as he watches the girl go back towards the body and lift the arm. This time, she doesn’t hesitate before plunging the scalpel into the flesh.

“Oh, god.”

“ _What’s that?”_

“Wh-Nothing! Nothing…I’m, it’s nothing,” Peter turns around, blocking his own view so he isn’t distracted.

“… _Where are you right now?”_

Peter wonders if it’s a trick question. He isn’t wearing his suit, so there isn’t a tracker on him, but Peter has a phone, it would be easy to look him up, especially for Mr. Stark. “The hospital.”

“ _What? Are you okay? Are you sick?”_

“No! No, I mean-yes! I’m fine. _I’m_ fine,” Peter emphasizes, running a hand through his hair. “I’m visiting some of my friends who are in here.” Peter glances back at Michelle, who has a small, square patch of skin hanging on by one final corner, which she is now cutting. Peter turns back around so as not to gag. He hears the rustle of plastic behind him.

There’s a slight pause on the other end of the line, before a dramatic sigh comes over the speaker. “ _Okay. Next time maybe consider the context before giving out the one-worded answers.”_

 _”_ Right,” Peter exhales.

“ _Anyways, I got ahold of my doctor friend, and we looked everything over. You’re aces, kid. More than aces, actually. I can see why you didn't want to go to a hospital. Don’t let Cho get you in a room alone, she’s gonna want to study you.”_ The joke falls flat, but Peter awkwardly laughs anyways, for the sake of getting the conversation over quicker. It’s results he was already expecting. He turns when there’s a tap on his shoulder, to see a pale MJ holding up a plastic bag, carefully folded and wrapped in disposable hand towels. Peter scrunches up his face as he takes it, stuffing the small package into his jacket pocket.

“We gotta go,” Michelle mouths, as Peter forces out a _“_ that’s great, I guess” in reply to Mr. Stark.

“ _The only problem that leaves is what is actually going on, I suppose we could run more tests.”_

Peter lets out a noise of disagreement before he can really stop himself. But Tony doesn’t immediately get angry with him, instead he hums in what seems to be understanding.

“ _Probably wait a bit, until after this um, school fiasco. Give you a breather, time to heal up a bit_." There is an awkward pause, like perhaps Mr. Stark is searching for the right thing to say. The altercation from the other day hangs in the metaphorical air, but Peter doesn't have time to really worry about it at the moment. Finally, Mr. Stark speaks, " _In the meantime, don’t worry kid, I’m on the case. School-wide plague's not my usual gig, but a change of pace is always good for one’s health.”_

Peter stops on the threshold of the door as they exit the morgue, eyes wide as realization hits him.

_If Tony gets involved, he’s bound to cross paths with Matt…_

Peter’s mad at his new mentor, but that doesn’t mean he wants _Iron Man_ to find out about him. “Uh…Mr. Stark, I don’t think that’s necessary. They seem like they have it pretty well covered.”

Michelle swivels on her feet and frowns at Peter, kicking her thumb back towards the hallway they had entered from, a sense of urgency on her face.

“ _…Kid, I’m watching the news. They definitely don’t have it covered. You know they’re bringing in the CDC, right?”_

“I-“

“ _Peter-“_ Michelle whispers, as softly, but as _harshly_ as she can.

Peter stares at her with an incredulous expression on his face, a little overwhelmed at what to do, and where to move.

And that’s when the headache kicks in.

Peter squints his eyes shut as a feeling assaults his head…a, a tingling in an acute, directional tug, guiding his attention towards the hallway behind him. Suddenly the lights seem too bright, the static humming over the open call on his phone is deafening, and Peter is making a strangled noise while turning towards the hallway doors-

“-you okay?”

“-ete, _you good?”_

“I’m fine.” Peter says distractedly as he stares towards the door. “But I think…”

_“…You’re lying again.”_

Peter turns his attention back to the phone. “What? No, I mean, my head, but it's-”

A disgruntled noise comes from the phone, and Mr. Stark sighs impatiently. Then. “ _Peter. How did you tear your suit?”_

An audible sound of a distant door thudding makes both Peter and Michelle snap their heads back down the hallway, in the direction his…his…in the direction he’d been pulled before. _Footsteps. Someone was coming._

“ _That material’s designed to withstand blades and small firearms. I tested it mys-“_

Michelle’s hands close around the phone in Peter’s hand and tear it from his grip. Peter turns his head just as she ends the call, before shoving the phone back in the boy’s hands and pushing him back towards the way they had come. “Go, go, go, go.”

Then she starts coughing, violently, exaggerated. Wheezing, clutching her chest, the whole nine yards, looking at Peter pointedly. Peter, slightly panicked, eventually understands, nods, and runs. Michelle smirks…

…And collapses to the floor just as Peter makes it to the corner, and the doors on the other side of the hall open. Taking all the attention, giving him a window to get out.

He has to admit, she’s a pretty decent actress.

~~~~

Upon getting no response from the maroon silhouette, Iron Man huffs dramatically. Then tries again.

"Garish costume, cute little horns, red eyes...lemme guess...Daredevil."

 _Wow. He really is as irritating as I imagined_ , Matt thinks to himself.

"So what's your thing then? Enhanced bravery?"

Matt huffs at that, disapprovingly, and it seems to signal to Stark he won't get anywhere with this guy, because the next question is direct, to the point.

"Alright then, third time's a charm: care to share what you're doing in a closed-down school that was recently declared a potential biohazard?"

Silence would be incriminating, Matt knows this. There's a part of him, however, that is stubborn, and doesn't want to cooperate. Better to remain a mystery, but it isn't in his best interest to intentionally make an enemy. "Investigating."

If Stark is surprised by the answer, he doesn't show it other than through a small pause. Then another joke. "Aren't you from Hell's Kitchen? Does your jurisdiction run this far?"

On the other hand, Matt was never known for playing well with others. He turns his head to the side ever so slightly, not managing to keep the taunting venom from his tone. "Does yours?"

A snort from within the Iron Man armor, and a low murmur, under his breath, not magnified by his suit, not meant for Matt's ears. "This guy..."

"Well, you can't live _completely_ under a rock, since you obviously read the news." Stark takes another few steps forward, the _clang clang_ of his boots particularly annoying. Metal was always a hard sound to control for Matt, the residual vibrations from the material were… _strong_. Difficult to ignore. "No, I guess technically, the United Nations _doesn't_ know I'm here. But I read the news too."

"Then you know I'm not a threat," Matt responds, "Not to these kids."

"Not so sure. Yeah, you bagged Wilson Fisk, but you also took out a handful of New York's Finest in the process, not to mention the steady body count that's been racking up since you appeared."

"That wasn't me. Consequences of the gang war."

"That you aggravated," The metallic voice rings in Matt's ears and makes his blood boil. Did this man really think that the rising tensions between crime families was his fault? Stark probably had no idea, about the _Hand,_ about _any_ of it…

"I haven't created any situation that hadn't already been put into motion," Daredevil replies. "I don't know if you've noticed, but the city's been attached to the marionette strings of the crime lords for _years_."

"That’s what the justice system's for."

"The justice system is no exception. There were too many officials in Fisk's pockets, and even more were victim to his threats. The only way was to take action…elsewhere."

"So you took it in to your own hands."

"Judgement doesn't look good on you, Stark. It brings out the hypocrisy in that tin can of yours."

"Oh, does it now?"

"Would you like to compare casualties?" Matt challenges, both exasperated, and satisfied at the offended tone in Tony Stark's voice.

But the billionaire is quick to recover, and Matt hears the small grind of metal on metal as he shakes his head. "No, I'm here on business, as it were. But it's nice that I ran in to you. Convenient. Saves me the time it would've taken to track you down."

At that, a feeling of dread creeps down Matt's spine. At the very least, it confirms his suspicions.

Tony Stark doesn't wait for Daredevil to comment, instead something else happens. Matt hears the whirring of small gears, the sliding of plates over one another, and then the face plate on the Iron Man armor flips back. Matt gets a whiff of the exposed face of Tony Stark, the expensive hair product, leftover shaving cream, high-end, the stuff you can only get with a barber's license, and finally, the distinct chemicals that signal suppressed rage.

The Avenger then aims his arm at Daredevil, and the vigilante poises to dodge, but nothing happens. Instead, a small electric hum sounds, and Matt feels a very slight warmth. "Take a look at this, will you, and tell me what you see?"

Sound. A cacophonous mix of electronically-reproduced aural cues. A recording. No, a video.

Matt sighs in frustration.

Videos are extremely problematic for obvious reasons. The not-so-obvious one being that Matt cannot isolate and listen the same way he can in a live setting. The sound as it is over a recording is fixed. Whatever the machine caught is the only thing Matt can perceive. And right now, he can perceive nothing.

It's a garbled mix of shuffling sounds, a high-pitched whine, and something that sounds akin to roaring. There is some sort of crackling, an in-and-out effect that Matt can only guess is some sort of distortion. A voice he can't really make out. It sounds like utter chaos.

"…Is there a point to this?" He asks, hoping that the billionaire will make a clarification in his no-doubt exasperated answer.

"Right, my bad, you seemed pretty out of it. Maybe you don't remember. Let's just…rewind a bit…" Stark's tone in no way implies any sort of sympathy or intention to help. It's sarcastic, pissed.

The video resumes, the crackle of background noise cutting back in. There's yelling in the background.

" _I'm sorry, I never should have brought you here."_

Matt hears what is unmistakably his own voice, followed by the quizzical protest of a younger voice. _Peter's_ voice, cut off by the sudden sound of gunshots. _Pop, pop, pop_ , a gasp, and Matt remembers the slice he'd heard that accompanied those shots, of metal through flesh, the fresh smell of spilled blood, the thudding of bodies on the floor.

" _Get out of here, now!!!"_

The suit, the suit created by Stark and given to Peter. It had recorded everything. The warehouse, the Hand, and Matt and Peter's narrow escape from death. And by taking the suit from Peter the billionaire must have seen the footage and learned everything.

Without hesitance, Daredevil states, "So it was you, then, last night near the gym."

"You gave me the slip, told myself to remember to ask you how you did that," Tony remarks.

"You followed Peter to get to me."

Whatever Stark had been holding back before, he seemed to let it loose now, because when he speaks next, his voice is close to shaking. "I never gave a _shit_ about your methods before, let the guy do what he needs to do, right? Fisk was a bad guy, a different kind of evil that The Avengers didn't have the time, or the authority, to deal with, but then _you_ -" Stark cuts himself off then, the fists of the Iron Man armor grinding as metal fingertips bite into metal palms. "You're lucky I don't incinerate you where you stand."

Matt himself is at a similar level of anger. "I recall telling Peter to leave. But he stuck around, because he's a good kid. With a good heart, too good, for this line of work. I had every intention of talking him down from this life, but I could tell he wouldn't listen. So I settled for doing the next best thing."

"Oh, and what was that?" Stark asks sarcastically. "Dragging him through a room full of bullets?"

Matt grits his teeth. "Teaching him. What _you_ should have done. What you _failed_ to do."

"… _Excuse me?"_ The indignance in Stark's voice is a tangible force, it spells danger, warning Matt not to go any further, but the vigilante cannot help it.

"I've been around enough to pick out when someone's only got one foot in the river. It rolls off you in waves. You throw money and objects at anything you're too afraid to touch with your own two hands." Matt takes an intimidating step forward. "It's probably your way of easing your conscience about Peter, send him on his way with a fancy set of training wheels so you can wash your hands of responsibility when he-"

Matt isn't surprised by the violent reaction, but it doesn't mean he's quick enough to dodge. In an instant the faceplate snaps shut and the Iron Man armor is upon him, forcing him back against the wall. His hands fly to the metal grip around his throat, lifting his boots from the ground, keeping the pressure off his windpipe. Matt struggles slightly out of instinct, but after a second, focuses on his breath.

" _Don't you, for a second, question my intentions when it comes to the kid,"_ Tony seethes. " _You don't know jack shit about me."_

Daredevil says nothing. It has the intended effect.

Stark's next words are harsh, but there's an unsureness to them, barely detectable. Matt thinks, he's probably trying to convince himself. "The suit was for his protection. And I wasn't the one that dragged him in way over his head."

"…T-…true," Daredevil concedes, his arms burning from holding himself up. "…But I was _there._ "

The grip on his neck tightens slightly. Daredevil coughs, then sucks in a ragged breath.

"You can't…protect him with a…fancy suit. He doesn't…need it."

"You have no business telling him what he needs."

Matt ignores him. "He needs a….teacher. Someone to show him…how to use his…gifts."

"Don't you-"

"He's not-…sick."

"-…What?"

Matt makes a small, strangled sound in the back of his throat in answer, and it's enough to bring Stark's attention back to the position he's holding Daredevil in. After a few moments of what must be contemplation (it's an eternity for Matt), the iron grip is released and the vigilante crumples to the floor, a hand clasped to his throat as he wheezes.

"What?" Stark repeats impatiently.

Matt rolls his eyes, before staggering to his feet, leaning one shoulder against the wall. "Peter isn't sick like the others. Whatever he's experiencing…it's…I think it's part of his powers. Possibly something new."

"How the Hell did you figure that out?"

Matt sighs, still catching his breath, and lets his head tip back to touch the wall. He can't explain how he knows, not really. It would involve explaining his own powers, which he isn't going to do. As he lifts his head back up, he taps his temple with one finger. "I just do."

"You expect me to-"

"I'm telling you not to worry," Matt cuts Tony off, turning his head sharply towards the Iron Man armor. "Since you do actually seem to care. I have a plan, and I will take care of it."

"Like Hell you will."

"Carrying him off to the safety of your compound will never protect him from what's out there," Matt counters, extending his hand towards the exit of the school, towards the greater area of Manhattan.

Tony is silent, Matt hears the creek of metal as the armor's fists tighten slightly. Daredevil is treading on thin ice, but the man seems to be hearing him at least in some capacity.

Matt sighs, tilting his head off to the side and rubbing at it once, before dropping his hand in exasperation. "Stark."

The armor turns slightly towards him.

"Believe it or not? We're on the same side here." An olive branch, the best Matt can do at this point.

There is a moment of contemplation from the Iron Man armor. Then it swivels on its feet, turning its back on the maroon-clad vigilante. "Stay the Hell away from him. This is your only warning."

Daredevil slides down against the wall, coughing slightly, as Stark leaves him in the hallway.

~~~

Peter stands in front of the school, fists clenched, and stuffed under his arms to fight back the biting cold. Though spring is near, the air is still chilly during the night, and Peter only had a light jacket on when he had left his Aunt's apartment. Aunt May…man, he was _so_ grounded when he got home. He hated to make her worry…but this was more important.

"… _Dude…"_

Peter turns his head from the iron gate, twisting partly out of the shadows at the familiar voice. Ned is standing in front of him, a worried frown on his face, eyes darting every which way.

"Hey, Ned."

"Where _were_ you?!?" Ned whispers, creeping up next to Peter when the young hero issues him forward with a wave of his hand. "Thanks for leaving me with your Aunt and Daredevil by the way. That _was so_ fun. Not awkward _at all._ "

"I'm sorry," Peter says shyly, ducking his head a bit. "I just couldn't-"

"Yeah, yeah, I get it," Ned mutters. "But still: I had no clue where you went! I didn't know if I should go home, or-"

"I went to the hospital to see Michelle," Peter interrupts.

"Oh," Ned blinks. "In retrospect, I really should have thought of that."

Peter nods, looking at Ned with his lips pursed together sheepishly.

"You look like something else happened. What happened? Is it bad? Good? Awesome?" Ned accusingly points a finger at Peter.

"I-…We…may have-"

"Oh my God," Ned whispers.

"-broken into the morgue and stolen some skin off a dead body."

"-Wait, what?" Ned asks. "That's totally not what I thought you were gonna-…wait, WHAT?!?!?"

"Shhhhh!" Peter clamps a hand over Ned's mouth, staring back in to wide eyes as his friend throws his hands up in an exasperated action that says, _explain now!_ Peter gives Ned a warning glare, then uncovers the young man's mouth.

"What the _hell_?" Ned whisper-screams.

"What did you _think_ I was gonna say?"

"Who cares! You two _took a dead guy's skin?!?"_

"Two of the people affected by… _whatever_ this is, died," Peter says sullenly. At Ned's stunned silence, Peter quickly amends, "Nobody we knew, it was the two cases that came in _before_ Flash."

Peter holds up the stolen hospital files. "Michelle swiped their charts this morning, and then we went down to the morgue to investigate."

"Holy _crap_ ," Ned rips the manila folders from Peter's hands, flipping them open and sucking in a breath. "Peter! This is _so_ illegal. Like, _jail_ illegal."

"I _know_ but Michelle had a good point: once the CDC comes nobody will be able to get ahold of these, what if they can't figure it out? People are running out of time, Ned. Flash and Michelle are running out of time. _Betty_ is running out of time."

Ned slowly looks up from the files at Peter.

Peter rummages around in his pocket and pulls out the plastic bag wrapped in towelettes. "The guy who we could look at, Randy Vale…he had this stuff on his skin."

Ned stares at the plastic bag with a distant look of shock on his face. "…remember when I thanked you for allowing me to come on this journey with you?"

Peter presses his lips together thinly.

"I take it back."

"I'm sorry," Peter states. He feels like he's been stating it a lot lately, mostly to his friends. In that moment, he feels guilty. Guilty for involving them, for involving anyone. And, in that moment, he wishes he could take it all back. Take back the fact that any of them know. Go back to being a friendly neighborhood _loner_ Spider-Man. "You don't have to do this. I-…I shouldn't have asked you to come."

Ned takes a moment to search Peter's face, and the two of them look away from each other, staring at their shoes. Then Ned inhales a shaky breath, and reaches out, patting Peter on the shoulder.

"No, dude. You can't do this alone. That's like, the cardinal mistake of every super hero film," He says, turning towards Peter. "And I mean you're right: the _others need_ us. It's like…that thing your Uncle used to say." Upon the mention of Ben, Ned grimaces. "Sorry."

Peter reaches up and grabs Ned's wrist reassuringly, a bit of relief ebbing away the guilt. "It's okay."

Ned nods, then furrows his brows together. "I just have one question."

"Shoot."

"Who cut the skin off the dead guy? It was Michelle, wasn't it? It _was totally_ Michelle."

Peter nods. "Oh yeah. It was totally Michelle."

"Did you throw up? I remember you gagged at that frog in biology - Oh man, classic-"

Peter rolls his eyes and walks past Ned, starting towards the school gate.

"Wait, wait, wait, so why are we going _to school_?" Ned asks, running to catch up to Peter. "And why'd you make me ditch my phone?"

"Should I answer chronologically, or alphabetically?" Peter mutters, coming to the spot where the gate opens. It's locked, of course, but there's a gap at the top of the gate from the iron spikes. "Um. A. Phones are traceable, and Matt sounded nervous about that. B. Matt said he was going to come to the school. C. There's a lab at school, and we need to figure out what's in this skin. D. We need to find out what's behind that door, and E. I may have…accidentally made Mr. Stark suspicious. Refer back to point A. And um…now he's investigating the school and I need to warn Matt before they run in to each other."

"Damn, you weren't kidding."

Peter nods, then backs up from the gate a couple of feet, and kicks his thumb towards his back. "Grab on."

Ned tilts his head forward towards Peter. "Uh, what now?"

Peter spreads his hands a little, arcing his head towards the gate.

"Can't you just… _break_ it?"

" _Ned._ "

"I am _not made for flying_!" Ned gasps, glancing between the gate and Peter. "I may also have a slight thing about heights."

"Ned, it's like two seconds, _come on_."

"Oh my God," Ned apprehensively walks up to Peter, awkwardly putting his arms around the young hero's neck.

"This takes our relationship to a whole new level," Peter jokes, trying to lighten the mood.

" _This doesn't feel stable at all_ ," Ned is rambling instead of listening, and Peter feels slightly put out. "Please don’t drop me."

"I'm not gonna drop you!" Peter exclaims. "Who do you think I _am?_ "

"I mean, you're _awesome_ , and…no offense, but you aren't like Iron Man or Falcon or anything."

"That hurts," Peter mutters, grabbing Ned's arms. Then he bends his legs and unceremoniously jumps over the gate.

He isn't actually used to carrying a person while doing these things, so to say the landing was spot on is fudging it a bit. Actually, Peter lands on his feet the wrong way, then immediately face plants, with Ned falling on top of him. But the jump is worth it for the shriek on his best friend's lips.

"See?!?" Ned exclaims, shoving Peter's shoulder. " _Captain America_ wouldn't have dropped me."

"I didn't _drop you_ , you _landed on me_ ," Peter shoves back, without the satisfaction of a real shove. A _real_ shove would have sent his friend tumbling across the soccer field.

The two of them klutzily disassemble from each other as they get up, Peter taking a moment to make sure he didn't lose the files or the plastic package in the process. Peter and Ned are just about ready to head towards the entrance when there's a sound from somewhere down the school's only road, a loud sound, like an engine firing. Peter and Ned both glance down the road for a moment, before once again, that strange tingling assaults the young hero's head.

But he's starting to understand now, and he's ready for it.

" _Move!"_ Peter hisses, grabbing Ned by the arm and pulling him off the road, towards the building. There's a small, raised bed of flowers, where a tree is planted, that also serves as a spot for benches for students to sit. Peter and Ned hurl themselves behind it, then poke their heads out. The building nearest to the main one ejects a bright light, then a figure bursts straight up from behind the roof, flying up, arcing away and leaving a long, bright trail. Peter exhales a shaky breath.

"Iron Man," Ned hisses. "Dude, you were _right._ Tony Stark is totally investigating our school. _Awesome_."

"Yeah, _awesome_ ," Peter groans. He sighs as the tingling feeling dissipates, leaving his head clear again- Wait.

Leaving his head _clear_ again.

"I don't have a headache," Peter remarks distantly, turning his head from one direction to the other, as if by some stretch of the imagination he will find the answer right next to them.

"No?" Ned asks, still crouched next to the young hero. "That's good, right? Maybe Tony Stark figured it out? Maybe he fixed everything?"

"I'm not sure…" Peter murmurs. "Let's go."

The two of them keep low and quickly round the corner, darting in to the street just long enough to make it to the front stairs. Peter skids to a stop, pulling Ned with him when he sees the front door, noticing the small gap between the threshold and the door itself, signaling that it's been left open. The two teenagers scurry up the stairs and Peter's about to grab the handle when it opens on its own. And Peter, to his credit, does stop in time, but Ned smacks in to him and he bangs his head on the door.

" _Ow!"_

Peter and Ned back up, Peter holding the bridge of his nose, where he can feel the split in his skin, as a maroon figure pushes the door open the rest of the way, pulling at the fabric of his neck.

"M-D..Daredevil!" Peter exclaims, feeling Ned's hands on his shoulders, as the two of them back up.

Daredevil tilts his head towards the two of them, his expression pulling into a grimace. "Hey kid."

Ned points towards the sky quickly, as Peter starts, "Tony Stark, he's-"

"Yeah, we've met," Matt replies gruffly, his voice a little hoarse. He pushes past Peter and Ned moving a little rigidly, and cranes his neck from side to side, his arm going to rub at one of his shoulders.

Peter and Ned turn back towards Daredevil, wordlessly. Peter feels himself grinding his teeth anxiously, a nasty habit dated way back before the spider bite.

Daredevil finally turns back towards them. "What are you doing here?" He snaps.

"Did he hurt you?" Peter asks incredulously.

Daredevil clears his throat. "No, he was just making a point."

Peter isn't stupid, he knows Matt is lying. Or at least, making it seem less worse than it is. Something between disbelief, guilt, and anger is churning around in the bottom of his stomach. "Matt."

"You aren't supposed to be here," Matt says, instead of answering Peter. " _I told_ you to stay away. Stark _was part_ of that reason."

"You think _I lead_ him here?" Peter asks incredulously.

"It's what happened last night," Matt counters.

"Wha-…" Peter's jaw drops slightly. The texts from the previous night come back to the forefront of his memory, how Matt had suddenly warned Peter to stay away as he neared Fogwell's gym. Someone had been there. It had been Mr. Stark, but Mr. Stark didn't know about Fogwell's. Or Matt. Or any of it. And Peter wasn't wearing his suit, so that meant that…that Peter's paranoia had been right. Just too late. Mr. Stark had been tracking him, probably through his phone. It was probably the same reason why the billionaire hadn't noticed the two of them when he'd left the school. Peter's phone was stashed on the hospital rooftop. And Ned's phone was back at his apartment.

Peter might not have been honest with Mr. Stark, but Mr. Stark also wasn't being honest with Peter.

"I-…I didn't know," Peter says lamely.

"I know you didn't, and I didn't want you to. I didn't want you to have to worry about it. But it seems I don't really have a choice, now," Matt replies.

"I didn't lead him here this time, at least, I wasn't followed. Ned and I ditched our phones. We don't have anything electronic on us, not even a watch," Peter explains, glancing towards Ned, who nods and shows his wrists just to be safe.

"Doesn't matter, he knows everything anyways, Peter." Daredevil reaches up and pulls a little on the fabric of his own suit. "He showed me a video _, I think_ , from the warehouse."

Peter's breathing freezes, his entire body locking up. Oh…oh God _, Karen_. Peter had forgotten about Karen. Suddenly his mind is reeling, going over every interaction he has had in the suit. Has Peter ever spoken Matt's name in the suit? No, no, Daredevil _. Rule 1: Never use real names in the field…_

Ned whispers " _shit"_ under his breath as Peter processes the wave of guilt that washed over him, worrying his lower lip between his teeth. He'd been so reckless, trying to keep up all these lies. He should have known, one way or another, that trying to juggle all these secrets would come to bite him in the ass. And now he's put Matt's identity in danger. He's pissed off Mr. Stark, and his friends are dying…

Peter buries his face in his hands, not crying, but hiding, just trying to process.

Across from him, Daredevil sighs.

"I thought the recording got all messed up from when that high-pitched…weapon thingie blacked out all the controls on the suit. I mean, we assumed…" Ned frowns, glancing down.

"What's done is done." Daredevil doesn't move, and Peter can feel the man's attention directed at him.

"…What did he say?" Peter mumbles through his hands.

"Stark?"

"Yeah," Peter finally pulls his hands away from his face, to look at Daredevil. "When you guys met. What did he say to you?"

Matt clicks his tongue hesitantly, turning his head away from Peter. When he brings it back, his expression is rueful. "He told me to stay away from you."

Peter grits his teeth.

Matt shrugs. "But I'm not very good at taking orders."

Ned glances at Peter with his eyebrows raised, before the teenager looks back towards the vigilante, with a bit of hope in his eyes. "Are you saying what I think you're saying?"

"I'm saying I may need some help," Matt presses his lips together, then reaches down towards the section of his suit that holds his billy club. He pulls on the leather strap, releasing the weapon and pulling off something bigger, bulkier that he had slipped around the club. He holds it up, a small cylindrical object that appears to be a pipe, or a tube of some sort. "Some sighted help, as loathed as I am to say it, and probably some science help as well."

Ned raises his eyebrows slightly. "So does that mean we're still going to test the skin of that dead guy?"

Peter bites his lip as Matt turns his head sharply towards the two of them. "What?"

**Notes for the Chapter:**

> So I guess part of the mystery is revealed! And there's another HINT in there, too! But you may have to look it up. :D
> 
> I know it is sort of strange to post another POV so late in the story. I thought of a variety of ways in which this could be done from Peter's POV, including having him present, but I felt it needed to be done this way. Plus, it was super fun to write from Matt's POV. 
> 
> Until next time :)


	11. Eleven

**Notes for the Chapter:**

> Hi, guys. I am so sorry that it has been a while. Also I apologize in advance for the length of these notes. First part is personal, second part pertains to the future of this series. 
> 
> For those of you who were around when I first announced that I would be posting less frequently due to my father's illness: I would like to let you know that, unfortunately, my Dad passed away around two weeks ago. Three weeks prior, we were told six months, but unfortunately, he had a bad reaction to his chemo treatment, and it accelerated his decline. It was very hard, his decline was particularly difficult and ugly, but he is no longer suffering, and though I will miss him dearly, he will always be in my heart. And I am so thankful I had the opportunity to say goodbye, as well as be present for his passing, so that he wasn't alone.
> 
> As for this series: I said it before, and I will repeat myself, I have no intention of abandoning it. I watched Far From Home the day it came out (it was a good distraction), and while I can totally see why a lot of people loved it, I personally was disappointed. I am totally open to talk about that, just slide into my inbox on tumblr (username: iustuscadens) (also, I don't know of any other place to chat, I know a lot of people abandoned ship). SOOOOOO because of that, I'm gonna continue my little series my way, with my plans all intact, and from now on this thing is official an AU, or canon divergent post Homecoming. 
> 
> Thank you so much for all your support and wonderful comments. Here's another chapter!

Peter finds himself unable to move.

It isn't that he is trapped, or that he has been compromised, physically, no. He is perfectly aware that he is fine. That his feet would lift from the ground and take a step forward if he only put in the effort to do so.

He stares at the large, bold words, painted in red, glaring back at his hesitant gaze.

 

MAINTENANCE

 

The buzzing in his head is still gone, something he works over in his mind again and again in an attempt to keep the tide of anxiety from rushing in. Whatever was there, must be gone, he tells himself. But still, he can't help feeling that the moment he steps foot across the threshold, he won't come back. The darkness beyond the tinted glass feels like a living thing, like the proverbial monster in his closet.

The sharp sound of metal blades, the soft tear of flesh, the subtle squelch of blood on concrete.

Flash's voice calling out, cutting off, Michelle's silhouette fading into nothing.

He jumps when the door opens of its own accord.

Or rather-

"-own here a couple of minutes ago, before Stark showed up, but I wasn't quite sure what I had come across."

Peter turns his head towards Matt slightly, who seems to be assessing the young hero even as he speaks more towards Ned. His best friend is regarding Peter much more openly, a worried expression plastered on his face, and Peter suddenly wishes he had stayed at his Aunt's like everybody wanted. He feels his cheeks heat up involuntarily.

Matt pauses for only a moment, seeming to sense Peter's discomfort, before turning back towards the door. In front of them, it's pitch black, much like in Peter's dream, Daredevil steps across the threshold effortlessly, as if there _wasn't_ a physical barrier forcing him out.

Oh, right, because there _isn't_. It's just _you._

The nickname "puny parker" feels branded across his forehead even before Matt speaks, his back turned.

"There's nothing down there, I promise."

_That_ seems to do the trick, the swift, mental kick in the back of the knees to push Peter forward. He can't expect to be taken seriously as a hero if he falls apart because of a bad dream and the dark.

Peter inhales deeply before taking a step forward, past the threshold and into the darkness. Behind him, Ned follows closely, making a discouraging sound and grabbing one of Peter's shoulders as they plunge in to darkness.

A second later, a _click_ sounds from behind him, followed by a beam of light streaming past him and down towards the floor. Peter squints in the dim light, recognizing a maze of pipes and rusting machinery.

"Aw maaaan," Ned laments from behind him, his voice soft, but quite distraught. "I've _watched_ Marble Hornets, guys, nothing good happens in places like this."

Peter is quite inclined to agree, but keeps quiet as Daredevil leads them down to the floor of the room, feeling the air grow colder and more damp as they go. His hair is standing on end, and he waits for the ringing sound of blades before they slice him in two, but they never come.

"How are you feeling?" Matt asks, as they come to a halt.

_Scared shitless_ , Peter wants to answer, and if he were wearing the Spider-Man mask, he might be able to pull it off in a humorous tone, but as of right now he's not convinced. This, though, is not what Matt is asking.

"...Fine..." He answers, a little incredulously. "I don't feel anything." And it's true. The buzzing, the aching, still hasn't reared its ugly head.

He can just barely see Matt's frown deepen in thought, as the vigilante moves towards the opposite wall, then brushes the concrete with his gloved hands. 

"What I found, whatever it was, was right here," Matt murmurs, turning back towards them. The beam of Ned's flashlight, stolen from the janitor's closet, sweeps over the maroon Daredevil suit to land on the wall. "There was this...tone, of some sorts. High pitched, multiple frequencies, and something that distorted my senses, or rather confused them. Whatever it was, I had never come across it before."

Matt huffs a little in frustration, as Ned and Peter peer over the barren wall. "Sometimes it can be frustrating to come across something new. My best guess was some sort of energy field, but...I can't be sure."

"I don't see anything," Peter finally speaks, as Ned sweeps the flashlight across all four corners of the wall. Ned murmurs similar sentiments. The wall is indeed bare, as if nothing had ever been there.

"It was square in shape, this section of tubing protruded from it, and attached to an old, capped part of the water supply running in to the school. Whoever did it, botched the job. I believe they were attempting to siphon water from here, but the pressure wasn't right." Matt walks over towards one of the main pipes and pats it, then traces a line up the wall and back up the stairs. "This pipe leads up to the main level and branches out from there, delivering water to a couple of different spots on campus, including some of the drinking fountains."

Ned opens his mouth slowly, as Peter's brain puts two and two together. "Michelle drank from that fountain."

"So did Flash, well, not _that_ fountain, but _a_ fountain, remember how he shoved you aside that morning?" Ned asks.

"You were right, Ned. Everyone was poisoned." Peter clenches his teeth tightly, feeling the tips of his fingernails dig into the center of his palm.

"I hate being right..."

Daredevil huffs in frustration, pulling the tubing from around his billy club and twisting is in his palm. "I'd already suspected that, the real mystery is what the poison is, to not show up on a toxicology report as thorough as the ones they must be running on those kids. I can _barely_ smell anything, and it's nothing I can place. Not to mention whatever the _Hell_ that thing on the wall was."

Peter stares at the tubing in Daredevil's hands, worn and chipped from constant use. It looked old, like it had been doing its job for years and years, definitely not a new piece of equipment. Whatever it was, left some sort of dark residue on the red cloth of Matt's gloves.

"-Ned, give me the flashlight," Peter says suddenly, swiping the ancient thing from Ned's hands, causing it to shudder from the force of his grip as he trains the beam on Daredevil's gloves. Under the bright light, the damp substance gleams back at him an iridescent purple.

"What?" Matt grunts.

"I think maybe you should take off your gloves," Peter replies softly.

~~~

"Not going to lie, taking skin off a dead body seems more like something I would do."

Peter gives the barest of sheepish smiles as he carefully unwraps the skin sample Michelle had taken from the man in the morgue, trying not to gag as he does so. Ned is situated across the black lab table, in his usual seat, hiding behind folded arms and a sickly expression.

Daredevil has his arms crossed and his head is tilted down, a disapproving frown etched into his lower jaw. It's not something Peter would be able to pick out had he not gotten used to seeing the other half of Matt's face.

"How did you get it?" Matt asks bluntly, as Peter pulls the microscope front and center. He busies himself preparing a slide.

"…Uhm, do you want the truth, or a cleverly-constructed euphemism?"

"Thin ice, kid."

"Ah, alright, alright, alright-" Peter glances back at Matt hesitantly. "Michelle and I, you remember her?"

Matt nods once. "Tall. Blunt."

"Well, we may have sort of, kind of, broken into the hospital morgue and taken a sample off a guy who died from this stuff," Peter says the last part of the sentence quickly, a rush of words as he hastily turns back to the microscope.

"You wh-" Matt cuts himself off, groaning slightly, as he turns away from the pair.

"I think he's pissed," Ned whispers from across the table.

"Understatement," comes Matt's reply, and Ned jumps slightly as Peter gives his best friend a deadpan look.

"She-ugh, _a point_ was made that once the CDC showed up nobody would be able to touch the bodies…" Peter defends.

"So you thought that was justification for you to cut off his skin?" Matt asks, turning and tilting his head at Peter.

"We didn't _want_ to, but we _needed_ to, just in case…in case they didn't figure it out," Peter bites his lip. "I mean-…that's what _you_ would've done, right?"

"Perhaps, but Jeez, Peter, you're-"

"I'm _what?"_ The teenager challenges, feeling anger beginning to bubble in his veins, because he has a feeling he knows where this is going.

Matt regards him carefully, instead of answering.

Ned coughs awkwardly.

The older vigilante finally sighs and throws his hands up gently in a gesture of surrender. "I suppose I'd be a hypocrite if I said you were taking the job _too seriously_ ," He acquiesces.

Peter snorts and, satisfied that he's somewhat won that point, he goes about cutting a small piece of the skin and placing it on the slide. He adds solution to it, a thin, square piece of glass to flatten, then adjusts the microscope's lenses.

"Are _you both_ scientist extraordinaires?" Matt asks, directing the question towards Ned as Peter slowly pulls the sample in to focus.

"Peter's the bio-physics guy, I'm more of a tech dude," Ned replies.

"Hacker," Peter corrects, grinning from behind the microscope as his friend sputters.

"And by hacker he means like good-guy hacker. Totally legal and within moral limits," Ned backtracks, swiping his hand in front of himself in a smooth motion.

Peter watches the skin sample come in to view to reveal thousands of cells, too small for him to see what he wants to see. They may be a S.T.E.M. school, but the funding isn't _that_ great to supply their students with the kind of microscopes needed to see what Peter wishes he could.

But he does see enough, in the purplish substance that has stained the skin. It seems to have penetrated beneath the surface layer, and Peter's sure only his enhanced eyesight allows him to see the small - barely visible- iridescence of the purple substance. It isn't stable, either, the glow comes and goes…

Peter lifts his head from the microscope. "Do you know if Mr. Myers has a Geiger counter?"

"Uh…" Ned gets up from his spot at the table and starts moving towards the back of the room, where a metal door leads to the class's supply closet. "I'll get back to you? And this is me, totally not knowing the code for the back room, by the way."

Peter glances over towards Matt's gloves, and the section of tubing, sitting side-by-side on the counter between himself and the vigilante, and starts preparing new slides. A few seconds later, a beeping noise sounds and the door to the back room unlocks.

Matt is quiet, listening intently as Peter puts on gloves and grabs the tubing, scraping the inside for particles onto one slide, and a sample from the Daredevil gloves on another. By the time Ned comes back with a small, yellow instrument in hand, Peter is positive that the purple substance on all three objects has to be the same.

"I'm surprised he actually has one," Ned says, as he turns the device on and raises an eyebrow at it. Peter takes it from his friend and sets it up quickly, then holds it over the tubing.

Matt frowns as the ticks on the instrument jump slightly, and Peter keeps an eye on the meter.

"It's radioactive?" Ned asks, eyes widening.

"Not especially," Peter responds, frowning at the reading. "Point four-two Micro Sieverts per hour. It's above normal, but it wouldn't make anyone that sick that fast…honestly, it probably wouldn't make anyone sick at all."

"…Maybe we should put it in the spectrometer?" Ned suggests.

"I highly doubt your spectrometer would show anything hospital labs or forensics wouldn't," Matt pipes in. He shrugs when Peter and Ned don't answer him. "What? I'm a defense lawyer, you _do_ pick up some of this stuff."

"He's right," Peter admonishes, as Ned sags in his chair. "We don't have the right equipment to look at this. All we know is that it's purple, it glows, and it's toxic."

"So we work this from another angle," Matt says.

"What angle?" Peter and Ned ask at the same time.

"Well, first thing's first: Please tell me you got the name of that dead guy."

 

~~~~

  
Matthew Murdock's place of employment is almost as depressing as the progress the three of them have made tonight.

Peter and Ned stand close together in the dimly lit hallway as Matt unlocks the door to the small firm that houses himself and his associates. Taped to the door on an old piece of cardboard, written in haphazard scrawl, are the words "Nelson, Murdock, and Page".

As Fogwell's gym was now compromised, they needed a place to work that wasn't any of their usual haunts. Matt was unwilling to provide his own apartment, for obvious reasons, seeing as his _equipment_ was held there. A law firm at least provided them a decent enough cover story, should Stark magically show up. There were many reasons to see a lawyer, and Matt assured Peter and Ned he was a particularly good liar.

It was still a very risky move, Peter realized, Matt allowing them into yet another piece of his life. The amount that the man was sticking his neck out for the young hero was…well, it amazed Peter, frankly.

"Dude, you guys work here?" Ned whispers, as Matt lets the door swing open. They crowd into the rather large lobby area and Matt lets the door close, adjusting his button-up suit and tie, before balancing his cane near the coat hanger and abandoning his charade of needing it in the first place.

"What, is it that bad?" Matt asks lightheartedly, as he walks towards the small kitchenette area.

Ned lets his eyes wander around a little. "I mean, as secret lairs go, it's _not great_ , I'll tell you that."

"That's because it isn't a secret lair. It's a place of business."

"Well then _it's definitely_ not great. Your paint is peeling."

"Is it?" Matt raises an eyebrow as he comes back, three mugs of coffee in hand. He hands one to Ned, who sniffs it and grimaces, and then to Peter, who copies his friend and makes a disgruntled noise.

"There's coffee and sugar in there," Matt offers simply, pointing back towards the kitchenette. Peter and Ned gratefully take up the offer.

It was somewhere near 3 in the morning. From a pay phone, Peter had dialed his Aunt and filled her in (with Matt's change). He had felt bad about making her worry, and she had laid on the guilt _hard_ , but after assuring her that the two of them were with Matt and were safe, and were working on something _important_ , she eventually conceded to let Peter stay.

" _What am I gonna do?_ Not _let you guys save the whole school?_ " After a frustrated sigh and a promise that Peter was grounded after this whole thing was over, they hung up and proceeded to meet a newly transitioned Matt, from Daredevil to civilian, near a diner he had given them directions to.

"So we know the source, presumably, was the water supply," Matt figures, his fingers tapping a device attached to his computer. It's a long and thin plastic contraption. Raised dots plunge in to repeated instances of six-cell holes, lined up neatly across the top of the device. New ones replace them, in a different pattern. Peter arcs his head curiously to get a better look.

"So the reason why we didn't get sick," Peter murmurs, turning towards Ned, "Was because we didn't drink the school water. You've been on a gatorade kick."

Ned nods, "And you drink those juice boxes at lunch, and Flash cut you off at the drinking fountain."

"I'd forgotten my water bottle. Michelle was nagging at me to get one cause I use plastic ones," Peter remembers.

Ned bites his lip. "And MJ broke her water bottle." He puts his hand against his face. "Because of me."

"There's nothing you could have done, and no way you could have known at the time," Matt says resolutely, as Ned peeks his eyes back out from between his fingers.

"How come everyone was getting sick at different times?" Peter asks, looking towards Matt. He seems to be concentrating on his computer, his hands brushing across the device, then tapping a button to re-arrange the dots. When Ned doesn't answer, Matt realizes the question is directed at him.

"Hmm? Oh, different consumption rates, probably. Immune system, ecetera, there are plenty of factors. The pressure was low nearest to the water fountain by that room. Perhaps the only people who got sick were the ones drinking from that fountain, after that it could be too diluted to make a difference unless consumed in large quantities. But I am…spitballing, to be honest." Matt huffs slightly. "What about that file?"

Ned passes the file to Peter, who holds out the file for Matt. The vigilante clicks his tongue patiently instead of taking the printed form, and lets Peter figure it out for himself.

" _Oh_ ," Peter remarks after a moment, pulling the file back and opening it. "Sorry. Um. Randy Vale. R-A-N-D-Y. V-A-L-E."

Matt, at least, looks amused rather than annoyed, and moves his hands to work with some of the other buttons on his device, positioned above and below the rows of dots, as well as on the sides of the device itself, before returning to the main keys and typing in another sequence of patterns. Ned watches the screen navigate through the man's finger combinations.

Instead of blurting out his inquiries like he normally does, Ned opens his mouth cautiously. "Can I ask a question, as a tech nerd?"

"It's a refreshable braille display," Matt answers without needing to hear the question, a small smirk on his lips. "It connects to my computer and syncs up with my screen reader."

Matt reaches over to his laptop, his fingers following the cord of the small earbud in his right ear until he finds the jack. He pulls the cord out and the computer sound filters into the small office.

{ _Main Heading New York Department of Justice Case file history. List with four items: Home, clickable. About, Clickable, Archive, Clickable-}_

The voice is mechanical and lightning fast, Peter can barely make out what it's saying. But Matt doesn't seem to have any trouble.

"How do you understand that?"

"Practice," Matt answers, grinning. He starts browsing through the search results, hitting a key on his keyboard that silences the voice. He then starts running his hands over the dots _, braille_ , quickly. "Different button combinations serve as modifier keys for the equivalent of whatever navigation buttons I need. Government pages are easier to navigate because they have to be accessible by law, so I stick to those when researching. I mostly use screen readers for navigation, to hear where I am, but typing and reading, I do on the braille display. It has a 14-cell line for braille. The pins raise and lower, refreshing as needed. Braille's faster than listening. I'm searching through case records to see if anything pops up on Randy Vale."

"Damn, I mean I kinda understood why you had to write things a certain way when I first started with HTML, but I've never seen the accessible part of it in action," Ned says, grinning. "I design websites. And games. And…software."

"He does everything," Peter sums up.

Ned shrugs sheepishly. "Yeah."

"After all this, I'd be happy to show you how it works. Just don't take apart my braille display. They're expensive."

Ned's eyes go starry. "Dude: seriously? That would be the coolest. Like, honestly." 

After a few moments of searching, Matt brings in Foggy's laptop so that Peter and Ned can do something besides twiddle their thumbs. Randy Vale is an elusive figure, without much of an internet presence. It doesn't mean much, just that he didn't use social media, didn't do much of his finances online, or perhaps that he didn't have much access to a computer.

It makes for slow research. Peter has never been much of a researcher, not when it came to investigative things. He had long since abandoned the laptop to Ned, letting his head sink down to rest on the table, the sleepless nights and the aftermath of the weekend finally starting to drag on him once again.

Matt sighs in frustration, running his hand through his hair. "I can't find anything on this guy open to the public, if I had access to police records, that would be a different story, but-"

"Randy Vale, age 36, lives in Chelsea, New York, reported deceased two days ago," Ned's voice carries over the laptop.

Peter turns his head and lifts it towards Ned's screen to see the mugshot. "That's him." He says incredulously, before looking towards the title of the website. " _You broke into the federal criminal database?!?"_

Ned throws his hands up. "You broke into a morgue and cut off his skin!"

Matt leans back in his chair slightly. "How did you do that?"

Ned shrugs.

"He shrugged," Peter mutters, "and like I said: hacker."

"And _like I_ said: total good-guy, legal stuff! Until like…recently."

"He's talking about me, I'm the 'recently', with the thwipping and the spider-manning," Peter deadpans, reaching over and scrolling through the police records.

"Just a little bit," Ned agrees, pinching his index finger and thumb together.

"Wow, this guy has a really long criminal record," Peter blinks, as he scrolls through the records.

"Dude, and an outstanding warrant." Ned points at the screen. "Click there, no, right there."

The screen changes and Matt sits up in his seat, hands folded on the table and his chin resting on his hands, waiting. "Database records should have a link to the case that the outstanding warrant is attached to."

Peter and Ned search for the appropriate link, "Aggravated assault, Auto theft, larceny, drug trafficking, Possession of a deadly weapon, weapon trafficking," Ned is going down the list of offenses as Peter searches for the link attached to the outstanding warrant. When he finds it, it takes him off the page and Ned halts in his reading, then gasps.

"Dude," He mutters. " _Dude._ "

"What?" Matt asks, standing up, and rounding the table.

"Wanted as an accomplice for illegal possession of government property, illegal possession of alien technology, and illegal weapons manufacturing," Peter reads softly.

"But look at the people connected with the case-"

"I know."

" _I_ don't," Matt says loudly, a little annoyed, and snaps his fingers at the two teenagers.

Peter glances up at Matt in shock, opening and closing his mouth for a moment, as the realization of what he's reading sinks in. "Sorry, I-…" He turns back to the computer and reads the names out loud.

"Affiliated persons of interest: Randy Vale, Jackson Brice, Perry Maldonado, Phineas Mason…Herman Schultz, Adrian Toomes."

~~~

The outer edge of Hell's Kitchen is quiet tonight, with the occasional shout or honk from the occasional aggravated New Yorker. Nothing new. If anything, it is kind of comforting.

The air is actually warm, though there's a cool breeze coming in from the ocean, on the other side of the Long Island, and its failure to rustle Peter's hair reminds the young teenager how long it has been since he's washed it. He feels dirty, and not just physically. Every part of him feels tainted somehow, with the knowledge that this, _all_ of this…

…Well, it's on _him_ , isn't it?

The realization did not take long to settle in, and since then, Peter had been yoyo-ing between depressed glowering, and a dangerous, almost manic obsession to run off and do something about it. Fresh air-well, as fresh as New York can offer- seemed to be a good idea, but in reality it just leaves him alone with his traitorous mind.

Even the heaviness of his thoughts is not enough to cancel out his enhanced senses, and when another joins him on the roof, Peter isn't caught off guard. He sort of expected it, someone is always running after him one way or another. Afraid of what he might do if left to his own devices.

"Hey."

Peter turns his head slightly to the side, but doesn't initially respond. It's Matt's voice, unwavering as always, but there is a hint of caution there. After a moment, there's a shuffling noise, and a pair of freshly shined, black dress shoes join Peter's torn sneakers to dangle off the edge of the building.

For a moment, there's just silence. It isn't awkward, though. Matt seems relaxed beside him, leaning back on his hands, propping himself up from behind. Peter chances a glance over with his eyes only, to see the man's tie loosened and flapping in the slight breeze. Matt regards the world around them, his red glasses catching the occasional artificial light from digital signage.

"It's not your fault, you know," he finally says, tone casual.

Peter gives the man a sidelined glare instead of responding, knowing Matt won't see it and taking a satisfaction from it he knows he'll feel bad about later.

Matt seems to sense Peter's disagreement anyhow, and sighs, tilting his head back and towards the sky. "It is a very rare occurrence that you catch every member of a ring at the same time. In fact, it's nearly unheard of."

"But how many of those go on to poison an entire school?" Peter shoots back.

Matt frowns in response.

"Yeah, I thought so..." Peter mumbles, turning back out towards the city and burying his head in the crook of his elbow.

"Superheroes are rarely perfect. I believe a couple hundred pages of international legislature were recently introduced revolving around that very concept." Matt pushes himself a little straighter on the roof.

Peter lets his eyes slip down towards the ground. "If I had just covered all my bases, if I had taken things more seriously, then maybe none of this would have happened. Toomes was my responsibility and I failed."

"And _now_ you sound like someone in the life."

Peter furrows his brows slightly, turning his head back towards Matt. "…Huh?"

"The dark, glowering, 'the whole world rests on my shoulders' trope. It's not exclusive to you, you know," Matt says, smiling softly.

Peter feels his cheeks heat slightly in embarrassment.

"What I mean is, in the end, Peter, we're all human. People expect the world from us but the truth is, we are imperfect by nature. The gifts we have don't change that. And they don't keep us from making mistakes."

The teenager sighs softly. "I'm…"

"I meant what I said, that I was on your side, Pete. I didn't bench you because I didn't think you could do your job. But it was also wrong of me not to tell you about Stark. To only tell you part of the truth. But I do need you to understand, Peter, that there's a difference between people watching you, and watching your back. I was trying for the latter."

Peter taps his fingers roughly against the fabric of his jeans.

"Aaaaand despite all that, you broke into the morgue and continued anyways."

"This is _my_ fight," Peter says forcefully, turning on the edge of the building to face Matt. "My _friends._ I couldn't just sit there and let another person tell me it wasn't."

"I know. I get it Peter, you may not think so, but believe me, I do," Matt replies, leaning forward now, to rest his forearms against his thighs, knitting his fingers together. "Can I admit something to you?"

Peter doesn't really feel like continuing this conversation, to be quite honest, but responds with a "yes" anyways.

"The last time we spoke, you asked me if I had nightmares. Well, I've been having a lot lately."

Matt turns his head to face Peter, and with the glasses, it looks as if the man is meeting his gaze. "About you."

Peter freezes. "…me?"

Matt nods once. "And the warehouse."

The teenager isn't sure what he was expecting from Matt's admission, but that wasn't it. He doesn't know what to say. He almost asks why, but realizes, who ever knows why they dream what they dream? The question would be pointless.

"When I saw that the Hand had come instead of the Russians, I _was terrified_. It had nothing to do with underestimating your strength, it was that we were outmanned and outgunned, and the _sheer skill_ of these people-…I don't yet know how to deal with them myself. In that moment, I _was certain_ that you would be hurt, probably killed. Maybe the both of us would be. And all I could think was _, I lead you there_."

Matt sighs. "I know you hate being treated like a kid, Peter, but that's what you are. And it's… _difficult_ to knowingly put someone that young at risk, no matter how capable you prove yourself to be. And it isn't just the physical danger, it's the reality that you are allowing that person to take on the burden you've resigned your _self_ to carrying. That's everything, the grief, the guilt, the nightmares, the strain it puts on your civilian life. I'm thirty-six years old and I barely deal with it. How could I do that to someone who still has the light left in their soul?

"But I know that in the end, that's not my choice. So the best I can do is try to be a mentor. I failed that day. Not only did I lead you there, but I got injured and _you_ were forced to save _me_. And I promised myself, I would never knowingly take someone into a situation like that again. And this school, and your recent… _affliction_ , I didn't…I _couldn't_ …"

Matt isn't able to finish his sentence.

Peter realizes now, with horrifying clarity, that he had wildly misinterpreted Matt's actions, and he feels terrible for it. This wasn't about him. Well, it _was_ , but it wasn't _really_. Peter had been selfish, he realized, again only thinking about how the concern of others inconvenienced _him_. He hadn't thought about how his actions affected Matt, probably because he's still thick-headed enough not to consider that Matt was doing this because he _cared._ Not only did he care, he was _scared._ He was uncertain of his abilities to help Peter, afraid that he'd been ruining Peter's life by bringing him into this life, but all the while chose to help anyways because it's what _Peter_ had wanted.

Peter remembers the fear he felt in the back of Michelle's car, wondering if Matt would make it to his Aunt's apartment. Returning to this fear, now, after the months he and Matt have gotten to know each other, stills Peter's heart. And he sort of gets it.

"I'm sorry," He says, his voice catching in his throat. "I…I'm so stupid. Monumentally stupid."

"You're not stupid," Matt mutters.

"I…kind of am. I mean I'm smart, but…I'm also _really_ stupid. Just ask Michelle." The thought of Michelle brings pangs of grief to his chest, and he is reminded of the overwhelming task at hand. He tries to push it away, just for a moment. One important moment. "I-…Matt, the warehouse wasn't…I mean, it _sucked_ , but…we're _alive_. And I don't know what to say to try to convince you not to feel bad about it, but for the record…" He reaches up and places his hand on Matt's shoulder gently. "I think you're a great teacher. And I'm…really glad you're here."

Peter can see the small upturn at the corner of Matt's lips, and calls it a win.

"I'm just a reaaaaaallly bad student."

"Trust me, kid, _I_ was a bad student."

"Like…mentor like mentee?" Peter tries.

"Must be a rebellious, superpowered teenager thing," Matt replies, and the tension seems to dispel slightly. It allows Peter a moment of reprieve, before the pressing matters at hand begin to close in on his mental walls once again.

Matt seems to have had enough time sitting on the edge of the building, because he chooses this time to swing his legs back on to the safety and stability of the roof, before standing up and stretching sore legs. He adjusts his shirt as Peter bites his lip worryingly, working up to the next question.

"So…the school, and the Shocker…what are you going to do about it?"

Matt pauses to regard Peter. " _We_ are going to go after them."

Peter blinks. "We are?"

Matt nods. "Yes."

"But I thought-"

"I said I wouldn't drag you into a situation like the warehouse again. And I don't plan to." Matt begins walking towards the entrance of the roof, back towards the law offices of Nelson, Murdock, and Page.

Peter pulls himself from the edge of the roof, following Matt's heels quickly. "But I mean-…the stuff, the headaches, they aren't there anymore, but that's doesn't mean…"

"- that they won't come back. It occurred to me." Matt opens the door to the flight of stairs leading back down into the building.

"But hopefully, by then, you'll be ready."

 

~~~

Peter honestly didn't think that he would visit this place again any time soon, but it is the only place he can think of where they are nearly assured to be alone for a long period of time.

The derelict train yard had long ago been abandoned due to the extensive damage it received during the unfortunate events of the last Stark Expo. Rogue sentry units controlled by Hammer Industries (and later the infamous super villain a Manhattan newspaper, the Daily Bugle, had dubbed "Whiplash") had destroyed parts of the yard from wild charges fired during the aerial battle with Iron Man and the War Machine. Peter still remembers that night, swept up in his Uncle's arms and running for their beat-up car as chaos ensued around them.

It is the same car that his Aunt had used to drive him here the first time, years later, after the spider bite, at 5am on a weekend to better understand his powers. So it seems fitting that once again, the car makes the journey one last time when Peter is on a quest to understand his powers for himself.

There was no real getting around telling May what they were doing, especially since coming here required a car. Public transit didn't come out this way, and the fare for a cab, or even an Uber or Lyft, would be far outside the reach of Peter's pockets. Plus, the teenager had felt monumentally guilty about running out on her earlier…

Even so, including her on this, and into his "other" life, really, feels strange, considering what lengths the teenager had previously taken to keep this from her. Seeing her and Matt Murdock sitting in the front seat together is just as surreal as seeing them situated at the small breakfast nook had been. Ned's quizzical looks from across the back seat don’t do much to relieve the awkwardness of the situation.

But, stepping out of the vehicle with his Aunt in tow sort of gives Peter a feeling of security he didn't have before. After all, Peter isn't supposed to be doing his "Spider-Man Thing" and Matt isn't supposed to be around Peter, according to Mr. Stark. His Aunt's support feels like the one thing he could throw back at the billionaire in defense, maybe even add a "neiner neiner" as well.

You know, if he were that immature.

They're all wearing relatively normal clothing this time around, though Peter has on his hoodie just to be safe. It's early in the morning and the chill hasn't yet left the air. They'd have done it sooner, considering the time sensitive nature of the problem, but May had finally put her foot down and demanded the kids get some sleep. Probably for the best, because Peter doesn't feel as strung out as he had before. The rest had allowed him to approach this task fresh.

Matt and Peter got most of the conversation out of the way on the ride over, refreshing their intel about Peter's strange experiences, first with the warehouse, then the headaches, the buzzing, and the dreams. Peter made sure to include the two new times he had experienced the tingling sensation in the back of his head, outside the morgue before they were spotted by hospital staff, and right before Mr. Stark had left the school the previous night.

"I don't think they were prophetic dreams, not really…" Matt murmurs, as he places his duffel bag on the side of a corroded platform. May and Ned climb a small ladder to the top, situating themselves on the edge next to Matt's things. Ned digs into his bag and pulls out his laptop, freshly scanned and proven to be free of any sort of tracking tech.

"What do you think they were?" Peter asks, as he watches the man unzip his duffel and pull out what appears to be…a tennis ball. Peter narrows his eyes at the object.

"Maybe…something subconscious, your mind trying to tell you what you weren't able to put together. After all, you haven't exactly had any _visions_." Matt tilts his head in thought as he tosses the tennis ball up and down. "And the headaches…well, those are gone now, but they disappeared after you stayed away from the school, and stayed gone only after whatever I discovered had also disappeared. But you still feel something: Which begs the question: what's left over? I think the best way to answer that would be to recreate the conditions of the warehouse fire."

"Um, excuse me?" May pipes up, an arch in her brow. Peter's anxiety has spiked slightly.

"Not the actual fire, or the uh, ninjas…" Matt replies, holding up his hand defensively. "But the vulnerability."

Peter blinks as Matt pulls out a long, black sash with a white piece of fabric attached underneath, fastened in the back to look like some sort of pirate's cap. He also pulls out a pair of big, rather clunky-looking headphones. Instantly, Peter gets the objective of this game. "Oh."

Matt shrugs. "Tennis balls are a lot more forgiving than knives."

Peter doesn't miss the pained expression that briefly passes across his Aunt's face.

"The headphones are bluetooth. I'll have Ned play some white noise over them so you well and truly can't hear," Matt replies, as Peter takes the cap and pulls it on top of his head. It's long enough for him to pull over the upper half of his face. Which he assumes he will soon be doing.

The headphones come next, after pairing them with Ned's laptop, and an annoying, staticky noise comes to life in his ears, loud enough to give him a headache should he have to listen to it for a long time. Peter watches Ned and Matt's mouths move, as his Aunt affixes her worried gaze on him. When Matt gives Peter a thumbs up and a questioning expression, Peter replies out loud that he can't hear, that the setting is good.

Matt gestures for Peter to back up, and he does so, enough to be in the middle of a dirt clearing, between a set of tracks. Then, he pulls the sash down over his eyes, cutting himself off almost completely from the rest of the world.

The instant unease is enough to make his heart rate jump slightly, and Peter suddenly remembers the terror that accompanied being back in the warehouse. If he concentrates, he can almost taste the smell of chemicals and smoke in the ai-

Something, _barely a nudge_ , a tingle in the back of his head cuts through the panic, and a split-second later the tennis ball  smacks him in the face.

He staggers back a step in surprise, and can definitely imagine the hardcore attempt Ned is probably making to not laugh. He pulls the sash up off his eyes and scowls back at the platform, where Matt shrugs and Ned is _definitely_ ducking his head behind his laptop, shoulders bouncing slightly. _Ass._

Matt faces his palms upwards and raises his eyebrows towards Peter's direction, a silent _"Anything?"_.

"Try again!" Peter shouts back, then pulls the blindfold back down.

Again, the world dissolves back in to the very overwhelming realm of sensory deprivation, and it once again succeeds in throwing Peter into a state of unease. It's not like he's _back_ there, not really, but he can just imagine it…

This time he doesn't feel anything at all, at least he doesn't think he does, until the smack of the tennis ball on the side of his shoulder.

This is stupid.

Still, knowing Matt has more tennis balls, Peter waits anxiously for the next throw, annoyance and jumpiness growing, and when the next one wizzes right past his ear, it feels a little too much like the swing of a blade and Peter rips the headphones off unceremoniously, pushing up the blindfold.

"Nothing's happening," the teenager announces.

Matt humphs in a way that reminds Peter of Flash when the kid answers a question wrong on the board, after being so sure of himself as he had strutted up to the front of the class.

Peter just shrugs, suddenly feeling like this is a waste of time.

"Maybe it's not dangerous enough," Ned suggests.

"Perhaps you need to be in distress for it to work," Matt replies, adding on to Ned's thought. Peter doesn't exactly want to be in distress. He sighs heavily, glancing at May. All this time, she's been relatively silent, but her eyes remained trained on him like a hawk.

Matt seems to come to a decision at that point, pulling the hood of a thin jacket underneath his blazer, up and over his head. He pulls the glasses from his eyes and sets them on the edge of the platform, before walking out towards Peter. As he does so, he makes a gesture for Peter to put the sash and headphones back on.

Peter swallows slightly, before doing so, heartrate picking up exponentially.

A second later, a more tangible spark of tingling tugs at the back of his neck. Before he can figure out what to do with it, his feet are swept out from underneath him. Peter lands on his back roughly, exhaling with the force of the impact.

Before he has time to collect himself, another sharp, mental tug causes him to roll out of the way. He feels the dull impact of what might have been a fist, or a foot, next to him, and Peter scrambles to his feet, though not fast enough to avoid a jab to the ribs. He stumbles backwards, swinging out wildly, panting. His punch doesn't connect with anything, but instead his forearm is slapped away. A swift hit to the shoulder has Peter holding his arms up in a block, out in front of him, protecting his vulnerable torso. Panic begins to set it. He forgets all about the sash, the headphones, and the fact that they are items he can voluntarily take off. Suddenly, he's back in that warehouse, senses scrambled, fighting for his life, inches away from being cut in half in one, swift slash of-

Strong hands grip his shoulders, and a second later one lets go and the crackling, white noise disappears. "-eter!"

His hands are pulled from his face (when were they near his face?) and the sash is removed. Peter cracks his eyes open to see the worried expression on Matt's face. "Breathe, kid."

On _Matt's_ face. Not a ninja, not-

Peter is knelt on the ground, his arms still up in a blocking position, and Matt is knelt down on one knee, a stormy demeanor about him. Seconds later, May is crowding in his space, an expression so angry he's afraid for whoever it's directed at.

His heart is hammering in his chest, and it doesn't stop when May turns on Matt. "Are you out of your god damned mind?"

"I'm sorry," Matt says automatically, to Peter or May, the teenager doesn't know. Probably both. "How did you feel?"

That part must be for Peter to answer, though he is still coming down from the unexpected event, and doesn't know what to say. So he tries to breathe instead, but even that is a little hard to do. He takes in shaky breathes that stall halfway to his lungs, his body, his limbs feeling a whole different _kind_ of tingly.

"Hey, look at me, it's okay. Breathe," May shoots Matt a venomous look before turning her attention to Peter, helping him through the aftermath of his panic. The older man doesn't dare interfere with his aunt's ministrations, and Peter finds it utterly horrifying for his teacher to bear witness to this kind of coddling. But, slowly, surely, his body and mind catch up with his surroundings. He's _not_ in the warehouse. He's here, with May, Matt, and Ned, who hovers a couple yards away, looking fidgety.

Eventually, Peter looks back up at Matt, who somehow seems to sense the teenager's gaze.

"Once again, I apologize. But the only way to recreate that night was to recreate that fear," He states solemnly.

May looks ready to go off on the man, but Peter halts her with a gentle grip on her wrist.

"I felt it."

Matt tilts head towards Peter sharply. As does May.

"A-..At first," the teenager continues. "I felt something, a tingle, a nudge, but then the hits kept coming and I couldn't make sense of anything and-" He cuts off, his cheeks flushing bright red. May sighs and brushes his chin with her fingers.

"…and?" Matt pushes.

"…I don't know," Peter mumbles, averting his eyes from the both of them. "I…freaked out. I felt like I was back there, on that night."

May's brows knit together, and she sighs a little shakily, before suggesting, "I think we should call it a day."

"No!" Peter blurts, snapping his head up towards May. He doesn't _want_ to quit, he _can't_ quit. Not now, with all his friends counting on him. He can't-…he's _got_ to get over this. He's got to figure this out.

"Peter-"

"May," Matt starts, holding up his hand defensively, "I know I've already toed the line today, so I don't expect you to say yes, but I think it would be prudent to try one more time."

May fixes another rather impressive glare on Matt, and Peter wonders if she forgot that it doesn't land, or if she just doesn't care.

"I can go again," Peter says, half-lying, because he's not sure he actually can. His heart is still a little quick, a dull thud in his rib cage. "Please?"

May shakes her head softly, groaning as she stands, her fingers running through her hair. "…If that happens again, we're done."

Matt nods. "Certainly. Now…" He tilts his head towards Peter. "May I have a moment alone with him?"

May holds the dark look in her eyes as she stiffly turns, leaving the two of them behind and practically marching back to the platform. Ned takes a few tentative steps backwards, before swiveling to follow her. When they are out of earshot, Matt extends a hand to Peter and helps the teenager back up to a standing position. The younger hero's legs feel a little like jelly, and he shakes them a to bring life back into them.

"I'm going to ask you to put the blindfold back on," Matt says softly, "But not the headphones."

"…Doesn't that defeat the purpose?" Peter asks, even as relief floods back into his system.

"No," Matt replies, walking a couple of feet away to place the headphones on the ground.

Peter furrows his brows.

"Consider it another variable," Matt explains. "You dodged some of my attacks in the beginning, but as you panicked, you lost the ability to do so. I don't think distress is how this works, rather the level of threat. But if you _don't utilize_ it, it's useless."

Peter thinks about that. "…But…how? I mean how can I utilize something if it's not there? It's not exactly consistent."

"I think it may be more consistent than you realize," Matt counters. "Take me for example…I hear _everything_ , if I choose to. But it took a _long_ time to be able to able to control my ability to _selectively_ listen. My distress was a hindrance. Sometimes, it felt overwhelming. And sometimes I couldn't hear a god damn thing. I don't think our powers work the same, but…I _do_ know that _hearing_ and _listening_ are two very different things. And sometimes our thoughts get in the way of listening the way we should."

Matt's words are great and wise for all the good they do Peter. But the teenager is still at a loss. "I don't… _Matt, I don't get it._ "

"I don't either half the time," Matt replies casually, running his hand through his hair. He blows air out through his lips, directing it upward to push his bangs away from his forehead in exasperation. He looks like he's searching for the right words, and actually steps away from Peter for a second, before turning back towards him. "Here, just…put on the blindfold. I promise I won't attack without warning."

Peter swallows, then nods slowly, taking the sash from Matt as he holds it out to the young hero. Peter pulls it on to his head hesitantly, letting out a shaky breath as the fabric covers his eyes.

"…Okay." He says, more for himself than anything.

Darkness once again envelopes him, but without the crackling white noise, he is at least still able to hear. He can hear the crunch of gravel under Matt's feet as he takes a step, can hear the whispers of Ned and May back on the platform, and traffic in the distance. Train horns, the occasional cry of a seagull. And Matt's voice.

"Alright, now, concentrate on how you feel."

It's significantly less terrifying than wearing the headphones to go with it. Peter doesn't feel transported to another world. But his _adrenaline is_ up, and he can feel the electricity running through his nerves, anticipation of an eventual attack.

"Are you alright?"

Peter can nod this time. "Yeah."

"Good. Now, I want you to do something for me, and I want you to trust me, okay?"

"Okay."

"Don't move. Whatever happens, don't move. Don't worry about dodging, don't concentrate on what move I'm about to make. Just…feel what you're feeling, okay?"

A spark of nervousness arcs across Peter's spine, but he nods anyways.

_A woosh_ in his right ear signals a swipe from one of Matt's limbs. Based on the crunch of gravel, probably a leg, but not close enough to do much, not even ruffle his hair.

"Anything?"

Peter shakes his head.

"Alright. One more time."

This time, there _is_ something. Small, infinitesimal, but something, tugging him backwards. Peter leans back on instinct, just slightly. A soft brush of air ghosts across his nose.

"That time?"

"…Yeah, small. A tingle. And a feeling like…I should back up."

"Well, I _did_ almost clock you in the face."

Peter reaches up and pulls the sash up, eyes crossing as he stares at Matt's knuckles, centimeters from his face. He glances at the man, who appears smug, before dropping the blindfold back down over his eyes.

"Peter, do you trust that I'm not going to hurt you?"

Peter nods.

"Good. Now feel. And _listen_ to that feeling. Don’t overthink it. Rather, trust it, trust your intuition. And move where it directs you to move."

Peter nods.

"Remember: The mind controls the body."

It happens in a split second. A feeling, a _tingle…_

"The body controls our enemies."

_Below you, your feet._

Peter jumps, low, curling his knees in to his chest, and twists, mid-air, as another tingle directs him towards his shoulder. The blow misses on both counts, and Peter reaches out, grabbing Matt's forearm, reaching forward to plant his hand on the man's chest. They tumble together, Peter planting his feet on either side of the older man's torso as it hits the ground with a soft _"oof!"_

Peter pushes back the blindfold, staring down at the pinned Matt Murdock. He cracks a small, incredulous smile. "Our enemies control jack shit by the time we're done with them."

And Matt smiles back.

~

There's roughly 400 yards between him and his target. Dozens of points of cover. Too many points of vulnerability.

He charges forward, strong legs propelling him at speeds faster than that of the world's greatest Olympic runners. He flies into the nest of structures, passing the first car on his left, noting that it's close, before pressing on.

_Right, above you_.

He turns on a dime, using the momentum of his right foot to spring out of the way as a _clang_ sounds on the aged metal to his right. He leaps on to the far wall of another structure, sprinting a few steps before he's forced to switch to his hands, skin clinging to the rusty surface effortlessly, a stunning and miraculous sight to the outside observer. He just as quickly leaps off, sticking to another structure to avoid the point of vulnerability.

Footsteps to his left, light, but there. A low hum, barely a tingle, but _there._ A warning.

He climbs to the top and slides over the other side, using his hand to cling to the walls as he runs, running for the opening hundreds of feet-but closing now- ahead.

_Drop down!_

He drops, sliding on the dirt like a runner hoping for first base, and feels the whirl of an object pass over his head. Close, maybe too close.

He somersaults back up to his feet and continues, mind set on the target. But the enemy doesn't let up, and seconds later he feels a tug at the back of his head, telling him to stop. He skids to a halt, just a few _yards_ away from the finish, to barely avoid another projectile, leaping backwards on to the side of the nearest pole, swinging around and launching himself back onto another roof. A leap, tumble, back onto the ground, and he sees it. The target. He dives. He stops short.

_Wait!_

He hops over the object, pointing his hand down and depressing the lever on his palm with his two middle fingers. Webbing sprays out, snatching the target from the ground even as the box it sits goes up in an explosion of tacky newspaper confetti. He lands, yards away, and triumphantly thrusts the target, a simple, yellow flag, into the air.

" _That was freaking amazing!!!!"_

The loud cry from his best friend echoes across the train yard. From the shadows, a figure emerges, panting slightly, but grinning. Slowly, he claps his hands together, before pulling out the red glasses and placing them back on the bridge of his nose.

"Bravo."

And Peter grins back, lowering his fist and looking at the yellow flag in his hand. For the first time, in a long time, he feels confident. He feels like he can do this. He can save his friends. He's ready.

He's Spider-Man.

**Notes for the Chapter:**

> Oye, there are a lot of notes, guys. 
> 
> How about that cheesy ending, aye? I couldn't resist, it felt like an "I'm Spider-Man" moment. 
> 
> I am not going to lie, I went back and forth about including this chapter, specifically a scene where Peter actually, finally grasped the full concept of his spider-sense. I was afraid it might seem a little redundant, considering how many origin stories we have gone through. In addition, it meant adding to the word count of this story (which was supposed to be 20-30k words to begin with, HAHA joke's on me). But, I personally found that it was necessary. As a moment to cement the bond with Matt and Peter after that final heart-to-heart, in addition to actually showing them training with one another. 
> 
> *inhales*
> 
> If you noticed the weird amount of detail I went into with Matt's assistive technology, that's because I actually help edit digital materials so that they work with screen readers for a living. I am by no means perfect, and learn something new every day. I myself am a sighted individual, but use a screen reader often for accessibility testing. I based the description of Matt's refreshable braille display off of the Focus 14 Blue model, which to the best of my knowledge, is not the model Matt uses in the actual show. The voice of the screen reader is based off of what I hear when using an open source screen reader, called NVDA. 
> 
> Until next time, guys. 
> 
> OH, and if you missed Tony in this chapter, don't worry…he will be around.


	12. Author’s Note

**Summary for the Chapter:**

> Spoilery warnings.

I believe in tagging accurately and tagging triggering content, but I also hate it when I read story tags and get spoiled for something within the story. So, the middle ground seems to be to direct people to the end chapter for Spoilery tags/warnings. 

 

**SPOILERS**

Spoiler-y but non-triggering tags:  
Spider-Sense  
New Powers  
"prophetic" (kinda) dreams   
Friends to More Than Friends (IF YOU SQUINT)  
Conflicting teaching methods  
Overbearing tendencies

Spoiler-y AND triggering warnings:

This story includes hospitalization of multiple characters, including one major one.  
This story includes illness and the poisoning of minors.  
This story MAY (haven’t decided yet) include the death of minor characters and/or children.  
This story includes an unintentional biological attack on a high school.  
This story includes implied child neglect, child abandonment, domestic abuse, and addiction.

Enjoy if these things don’t bother you. If they do, I would reconsider reading this fic.


End file.
